Entrepreneurship engenders risks. Borders are becoming less clear cut and our opportunities often lie over those borders. Every day, many commercial contracts are entered into, implemented and terminated. These actions often involve large (financial) interests. It is therefore essential to reach sound agreements and to harmonise those agreements with national and European regulations, international treaties (such as the Vienna Sales Convention) and any other sector-specific regulations. General terms and conditions often apply to such agreements. In drawing up and assessing these contracts and general terms and conditions, a far-reaching understanding of the background to the transaction(s) is required. The Internet as a sales channel calls for yet another level of specific attention.
But what are your rights and obligations as a contract party? What risks does an agreement bring with it? By including a precise description of mutual obligations, you can already strengthen your legal position, in the event of a non-conformity or shortcoming in the implementation of an agreement. The same applies to an apparently simple purchase agreement as to complex (combined) (cooperation) agreements. Certainly when it comes to long-term cooperation subject to a so-called ‘continuing performance contract’, it is worthwhile anticipating future developments on the market and in your business. How should you respond to disappointing results or planned growth? Terminating (or cancelling) an agreement is no simple task, and the absence of a settlement concerning confidentiality, exclusivity or non-competition can have far-reaching consequences.
It is also vital that you know the people with whom you are doing business. Is the person with whom you are negotiating authorised to bind your future contract partner, for example on the basis of a representative authority. What if this later turns out not to be the case, even though the person in question appeared to be an authorised representative? Your position will depend heavily on the circumstances of the case. For example, the expectations you are reasonably entitled to have on the basis of the position occupied by this person, the statements made by this person and the (financial) importance of the contract. We assist numerous parties in all sectors and layers of the market in limiting contractual risks, as far as possible. Naturally, we never lose sight of the fact that agreements are often a compromise between two parties. We always strive to achieve a pragmatic solution, in the interests of your business.