Mgr. ANNA VEJMELKOVÁ, advokát

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Contract Between Two LLCs – How to Draft It Properly

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“It seemed simple—two companies, both LLCs, agreed on a project and signed a contract. But when the first issues arose, it turned out that the person who signed for one of the companies wasn’t authorized to do so. The result? The contract was legally invalid, and the damage was ours to cover.”

When two limited liability companies (LLCs) enter into a contract, it’s not enough to use a basic business contract template. You need to make sure it includes legal essentials: proper representation, tax clauses, liability, and termination conditions.

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How do you correctly draft a contract between two LLCs? What should a contract between companies include to be valid? Who can legally sign, what about VAT, and what legal mistakes should you avoid? This article breaks it all down—with examples and advice from a legal professional.


What You’ll Learn:

  • How to properly identify two LLCs in a contract

  • What a valid contract between companies must include

  • What to watch out for when signing (statutory rep, power of attorney)

  • How to handle pricing, penalties, and termination

  • Common mistakes and best practices

🧾 Key Elements of a Contract Between LLCs

  1. Identification of both companies
    – company name, legal address, registration number, trade registry details
    – must be signed by the statutory representative (e.g. managing director), or by someone with written power of attorney

  2. Subject of the contract
    – clearly define what will be delivered or performed
    – for recurring cooperation, consider a framework agreement

  3. Price and invoicing
    – clearly state whether VAT is included
    – set payment terms, due dates, and possible prepayments

  4. Deadlines, penalties, and liability
    – define exact dates or time frames for performance
    – include late penalties or fines
    – outline liability for damage and complaint procedures

  5. Termination and jurisdiction
    – include rules for notice, withdrawal, and duration
    – choose the applicable court or dispute resolution mechanism


🪤 Common Mistakes

  • Signed by an unauthorized person – e.g., an employee without proper authority

  • Missing VAT information – leads to billing disputes or tax issues

  • No penalties or vague responsibilities – makes enforcement difficult

  • Using a generic template without adapting it to the deal


💡 Lawyer’s Advice

“Contracts between LLCs must be legally precise—it’s not enough that both parties agree. I often handle disputes where a contract was signed by someone without legal authority, or where key terms were unclear. A legally secure contract starts with careful drafting.”


🧩 Real-Life Example

Company A contracted Company B for a custom product. But the contract was signed by a sales rep from B, who didn’t have written authorization. When problems arose, B claimed there was no valid contract. The court agreed—because the rep lacked legal authority. Company A ended up bearing the loss.

📞 Want to Make Sure Your Contract Between Companies Is Legally Solid?

I’ll review or draft a contract between two LLCs to match both the legal requirements and the reality of your business deal. I offer fast, online service at a fixed price—with practical recommendations, no legal jargon.

Contact a legal professional – I specialize in contract law.
Learn more here.

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