Is forgiving to put the ‘tld’ in the name of the company important?

UPDATED: Oct 1, 2022

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Is forgiving to put the ‘tld’ in the name of the company important?

One of my employee signed a contract without including the ‘ltd’ in the company
name. The other company signed the contract without noticing and me neither.
After a few months, this last company want the cancellation of the contract and
to be fully paid back. Can my employee be personally liable? How can I protect

Asked on November 15, 2017 under Business Law, Alaska


SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 5 years ago | Contributor

Failing to put LTD in the company name does NOT entitle the other party to cancellation of the contract and also does NOT make your employer personally liable so long as, even without the LTD, it is clear that he/she signd for the company and not in his/her personal capacity (e.g. signed it as "John/Jane Doe for Acme Widgets," even if he/she forget to include the "LTD"). The law applies common sense in interpreting and enforcing contracts, and does not invalidate them or come to clearly unintended results based on "typos": as long as it is clear from the contract, from any negotiations and corresondence about the contract, and from the signature page that the other side contracted with your company and not with the employer personally, the contract is between the two companies and is enforceable.
Your employee could be in trouble if she/he put the contract in her/his name and signed only with her/his name: in that case, he/she contracted personally, not as a representative of the company, and could be personally liable on it.

IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.

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