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The Definition of a Contract Agreement

The Definition of a Contract Agreement
What is a contract agreement? this article helps to understand the legal vision of contract agreements and gives important related subjects & checklist.
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THE DEFINITION OF A CONTRACT AGREEMENT

What is a contract agreement?

A contract agreement is a legal act. This means that the law connects a certain legal consequence to the conclusion of an agreement or to meet the requirements of the law. As a result of agreements, rights arise for one party that simultaneously give rise to obligations or obligations for the other party. For example, the obligation to do, tolerate or refrain from doing something.

"It's advisable to submit your draft agreement to your regular lawyer in time. He can see whether, legally speaking, the agreement has been put in the right form and - more importantly sometimes - whether there are no 'blank spots' in the concept. Such a prior check can prevent many problems afterwards. Many people are insufficiently aware that contracting is simply."

Form

The form of an agreement can vary. Orally concluded agreements are legally binding on the parties as well as a written agreement. Many agreements, however, are put on paper in connection with the then easily verifiable content of the agreement.

If an agreement or a part thereof doesn't meet the conditions laid down therein, there are three possibilities: voidability, nullity and adjustment.

Destructible agreement

The agreement can be voidable, that's to say that both parties can, by requesting a court ruling or by sending a written statement to the other party, annul the agreement or be replaced by another agreement at the request of one of the parties . The consequences of the agreement will then be reversed as much as possible, unless this is actually impossible or too difficult for one of the parties.

Examples of destructible agreements are: agreements that have been concluded under the influence of a misrepresentation, agreements that have been concluded under duress and some agreements with minors or mentally challenged.

If no invalidity is invoked, the agreement will remain in force.

Invalid agreement

If the agreement is declared invalid by law, there has never been an agreement. Therefore, no statement or court decision is required to reverse the agreement. The agreement has never existed and there can therefore be no question of compliance. Not even through enforcement through the courts. Generally speaking, void agreements are in conflict with good morals, public order or with a mandatory legal provision. Examples of void agreements are: an orally agreed non-competition clause in an employment agreement or the agreement to commit an attack on a shop.

Adjustment agreement by the court

If the agreement doesn't meet the requirements of the law, the agreement may be amended by the court on demand of one of the parties. The court thereby pays as much attention as possible to the intention of the parties when concluding the agreement. An adjustment of an agreement by the court entails the necessary uncertainty if the parties have to await the judgment of the court.

Clear text

It's of the utmost importance that the text of the agreement makes it sufficiently clear what exactly the parties want from each other. If certain points aren't clearly regulated, a twilight zone will arise, in which it can become difficult to enforce compliance with the agreement.

Tools to properly express the intention of parties are:

- The inclusion in the header of a number of 'considerations' showing why the parties want to conclude this agreement with each other;
- The use of a clear structure, with or without 'headings' above the various articles of the agreement and correct references between the articles themselves.
- Using simple and clear language, which means that people in particular don't have to guess at what the parties have wanted to agree on.
- Under circumstances it may be advisable to include definitions of the terms used in the agreement.

"Letter of intent"

Special attention should be paid when negotiating the so-called letter of intent. The parties want to set a certain intention in this, without, however, wanting to commit themselves definitively. The choice of words and the construction of such a 'letter of intent' is of the utmost importance in order to prevent, perhaps unintentionally, the suggestion that there is already a common will on parts. In general terms, it's not advisable to sign such a letter of intent without having received timely expert legal advice.

Content of the agreement

Sometimes the implementation of the agreement shows that the parties haven't sufficiently taken into account the possible consequences of concluding the agreement. If it turns out that a subject hasn't been settled, then talk must be repeated. Drawing up a checklist in advance for the actual and legal content of the agreement therefore has advantages. Below is a brief checklist with a number of topics that may be important for the content of an agreement. Completeness is of course not possible in view of the limited size of this brochure.

Terms and Conditions

You can also apply general terms and conditions. The agreement itself must then contain a clear reference to the applicable conditions. The other party must also have had the opportunity to take note of your general terms and conditions before or at the conclusion of the agreement.

A condition is therefore that the general terms and conditions have been brought to the attention of the other party in a timely and explicit manner and have also been accepted by them. A good system is to send a set of your general terms and conditions with the quotation and to indicate in that quotation that those terms and conditions will govern the relationship between the parties, if this is established. Thus the conclusion of the agreement has given the other party sufficient opportunity to study the general terms and conditions.

Checklist

- Identity of parties and authority of signatory (to enter into agreement and to dispose of the goods).
- What is the legal basis of the agreement (for example, employment)?
- What performance is expected from parties to the agreement?
- Have the legal requirements regarding the agreement been met?
- Do both parties have sufficient information?
- How, where and when will delivery be made?
- What is the quality and quantity of the delivery?
- How is the possible transport arranged?
- Has a settlement for possible damage been included?
- When does the risk of damage or loss of the goods transfer to the other party?
- Who is responsible for taking out and paying for any insurance?
- When and how (cash / bank / which currency) is payment made?
- Which securities are required for covering significant risks (a down payment, a bank guarantee, a guarantee, a guarantee, a retention of title, a building, a mortgage)?
- What sanctions are there for non-compliance? (default interest - or a penalty clause)?
- How are disputes resolved?
- Which court has jurisdiction?
- How does the agreement end (as a result of a sudden performance, cancellation or lapse of time)?
- Has a choice of law been made (especially important if the contract is concluded with a foreign partner or if the agreement is wholly or partly carried out abroad)?



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Posted by: Amr ElKashef | Author:

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