employment agreement changes are not that hard to do the agreement you reach with your employee to change their terms of employment.
A workout agreement is a mutual agreement between a lender and borrower to renegotiate terms on a loan that is in default. Generally, the workout includes waiving any existing defaults and restructuring the loan’s terms and covenants. A workout agreement is only possible if it serves the interests of both the borrower and the lender.
A workout agreement intends to help a borrower avoid foreclosure, the process by which the lender assumes control of a property from the homeowner due to a lack of payment as stipulated in the mortgage agreement. Workout agreements apply to liquidation scenarios as well. A business that becomes insolvent and cannot meets its debt obligations may seek an arrangement to appease creditors and shareholders
The renegotiated terms will generally provide some measure of relief to the borrower, in terms of reducing the debt-servicing burden through accommodative measures provided by the lender. Examples of relief can include such as offer as extending the term of the loan or rescheduling repayments. While the benefits to the borrower of a workout agreement are obvious, the advantage to the lender is that it avoids the expense and effort of payment recovery efforts, such as foreclosure.
For borrowers, general best practices to consider when negotiating, or thinking about negotiating, a workout agreement with a lender include the following.
Provide ample notification. Giving lender advance notice of an inability to meet any and all debt obligations is a courtesy to extend. Most lenders will likely be more accommodating when borrowers seek a workout agreement if they are aware that default could be an issue. Providing notice engenders confidence that the borrower is on top of their loan management and interested in being a reliable business partner that the lender can trust.
Workout agreement terms will vary. A lender is not under any obligation to restructure the terms of a loan, so it is incumbent on the borrower to be honest and direct. However, the lender will likely want to limit their losses and maximize recovery of the loan they granted, so it is likely in their best interest to help the borrower, to the extent that they can extent.
There are tax considerations as well. Any type of adjustment to the terms of a loan in a workout scenario could affect the borrower’s tax situation. Typically, the Internal Revenue Service (IRS) treats any loan reduction or cancellation as taxable income.
A workout agreement renegotiates the terms on a loan to provide a measure of relief to the borrower.
In the context of a tender for marine fueling, the port requires the bidders to present a refueling barge that meets certain criteria. The winner of the tender waits until the agreement is signed with it and then informs the port that it is about to hire third party services on time charter terms to carry out the refueling services, while dealing only with the sale of the services. Is it possible for a person who lost the tender to follow the manner of consummation of the tender contract and approach the Court if the winner does not act in accordance with the conditions of the tender?
When an authority enters into tender proceedings, it is required to publish the terms and the bidders in the tender are not permitted to deviate from such, or the bid submitted will be disqualified. After the winner is chosen, the authority executes a contract with it (and the wording of the contract is usually attached to the tender as part of its terms) and at that moment the tender ends and an ordinary agreement is deemed executed between the authority and the winner. At this stage, the other bidders exit the picture and this creates fertile ground for the authority and winner to amend the agreement between them in a way that in effect retroactively changes the tender terms.
In a case discussed in the Tel Aviv Court, after a winner was declared in the tender, new circumstances were discovered that necessitated changes in the terms of the agreement. A company that did not deal at all with the tender claimed that it was a material change, and if it knew of the possibility of such a change, it would approach the tender. The court ruled that if the PA’s flexibility to change the terms of the agreement in accordance with new circumstances that could not be expected in advance would be undermined, this would lead to instability and complete chaos, as tenders would be canceled.
However, in the case discussed by the same judge about six months later, a winner of the tender was required to provide a warning system against earthquakes within 4 months from the date of its winning. The winner did not comply with this requirement, and after negotiations with the tender’s editor it was decided to make a new agreement under new conditions, this time the court ruled that this is not a matter of adapting the terms of the contract to new circumstances due to a change that was inevitable and could not have been foreseen, That did not meet the conditions of the tender but the tender editor decided to update the documents retroactively to correct it.
What is a material change and what is the non-compliance with the terms of the tender? This question depends on circumstances and changes from tender to tender. For example, in one case that was discussed in the Tel Aviv Administrative Court, it became clear only in the framework of the legal proceedings that one of the bidders signed an agreement with a subcontractor to perform part of the tender. The court ruled that because this fact was not mentioned in the documents that were submitted in the tender or in any other manner, this is a conduct in the lack of good faith of the bidder, and therefore his proposal must be rejected retroactively. The court also dealt with candidates in the tender who actually served as a “front” for another contestant who himself could not approach the tender, making it clear that a tender could not be held as a “masquerade ball” in which the contestants hide behind straw men.
In conclusion, not every case of a change in the contract after winning the tender will open the door to the court to open the tender, but when the change is such that in effect retroactively changes the terms of the tender can be asked to intervene.
* For the full disclosure, it should be noted that at the time of writing this article, our firm represents a company that deals with marine fueling by means of refueling ships and attacks the tenders committee in circumstances similar to those described in this article.
Posted on May 23, 2013
 Many contracts contain clauses that require modifications to a written agreement to also be in writing, but they are not always enforceable. “No Oral Modification” clauses—or, NOM clauses—are often included in commercial business contracts as boilerplate terms for the purpose of limiting future unintended contract modification or amendment.
Unless the statute of frauds applies, contracts that include such clauses can still be modified orally. The statute of frauds applies in a limited number of instances. For example, a contract for the sale of real estate, or a contract between merchants for the sale of goods greater than $500. If the statute of frauds applies, a written agreement or a written modification is always required.
Logic suggests that parties should be able to agree that their contract can only be modified by a writing. However, that is not the law. The reason for this rule is that subsequent oral modifications have the same contractual force and effect of law as the written agreement. In practice, parties to a commercial, business, or other written contract containing a NOM clause may essentially orally waive the limiting clause and subsequently amend or modify the contract without written evidence.
Failure to recognize the ineffectiveness of such clauses could provide the parties to the agreement with a false sense of security. If the parties assume that “No Oral Modification” clauses operate as a protective mechanism that allows them to talk freely and informally about the terms of an amendment or modification with no fear that discussions could lead to a modified agreement until they are reduced to writing, then they might be upset to learn that is not necessarily true.
Of course, this is not an exhaustive discussion of the law on these issues. For more information on this topic, please email Shannon Wilde, or call him at (361) 886-3800.
 Summary derived from: Benoit, Brent, Transcending Disciplines: What every transactional lawyer should know about litigation, Texas Journal of Business Law, Vol. 45, No. 2, Spring 2013, pgs. 145-166.
 Morrison, 6 S.W. at 609; Am. Garment Prop., Inc. v CB Richard Ellis-El Paso, L.L.C., 155 S.W.3d 431, 435 (Tex. App. – El Paso 2004, no pet.); Robbins v. Warren, 782 S.W.2d 509, 512 (Tex. App. – Houston [1st Dist.] 1989, no writ), Mar-Lan Indus., Inc. v. Nelson, 635 S.W.2d 853, 855 (Tex. App. – El Paso 1982, no writ).
 Am. Garment Prop., Inc., 155 S.W.3d at 435.
A workout agreement renegotiates the terms on a loan to provide a measure of relief to the borrower.
19th July 2018 by Can I change the terms of a written contract by way of a verbal agreement?
Categories: Business News
Tags: commercial, contracts, written
Who doesn’t love the beginning of a relationship? You spend hours together trying to determine if the other person is suitable for you, learning about their values and you hesitantly start to talk about your brilliant future together. A business relationship is no different, although the result of this initial “courtship” is usually a written contract setting out the rights and obligations of each party rather than a wedding, mortgage or children.
As a business relationship develops however, the contract is often forgotten about, hidden away in a filing cabinet. Any changes to the original arrangement may be settled by way of a handshake or over lunch rather than by way of a written document. Why spend time and money instructing lawyers when everyone is on the same page? Agreeing changes verbally may not be an issue when things are going well between the parties, but what if (after the honeymoon phase) the relationship breaks down and one of the parties wants a divorce? Will the original written contract apply or the verbal agreement to amend it?
Whilst there has previously been some uncertainty on this point, a recent case has affirmed that where the original contract includes a clause that requires any changes to be made in writing, this will be upheld. In short, if your contract states that any changes must be agreed upon in a certain way then it would seem illogical to suggest that you did not then have to then follow this process. In the eyes of the law, a man will not always be expected to be as good as his word!
Whilst this is good news in the sense that it provides us with greater certainty over whether an agreed change will be binding or not, now would be a very good time to revisit your existing contracts and ensure that they reflect the way in which you are currently operating. Have you agreed any changes to the contract that have not been recorded in writing and signed by both parties? Has your working relationship changed without you even discussing it and your contract is out of date as a result? Even if you do not have a clause that requires changes to be set out in writing, it will be much easier to evidence the fact that changes have been agreed if you have a signed variation agreement rather than having to resort to an argument over who said what in court.
In a world already filled with administration tasks, the last thing you may want to do is to read through a legal contract. But taking the time to do so, and to update it, may be invaluable to your business.
If you would like any further information on updating your commercial contracts please contact Edwina Young on 01202 557256 or at [email protected]
‘You can analyse the past, but you need to design the future’ (Edward De Bono)#LIONSROAR Competition Full Terms and Conditions
A modification of a contract is a change in one or more aspects of it that  Parties may modify or waive their rights under a contract and embed new terms.