Today contracts of trust are no longer transmitted at the last minute, but are sent in e-mail boxes and allow the person signing the contract to study it down to the smallest detail. However, it is clear that they are often read diagonally unless some difficulty is encountered, read it carefully, and even shall we say, peeling line by line.
Can a contract be trusted? The question may seem strange at first because signing a contract is usually reassuring. However, several recent news developments raise this question seriously.
While the drafting of a formal written contract is rarely mandatory,
In the event of litigation, it is often desirable to establish the rights and obligations of the parties, especially if the relationship is to continue over a certain period of time.
In the absence of a written contract, rights and obligations may be established by other articles and in particular by the General Terms of Sale (CGV), order form and quotation, so it is important to write with particular care. Negligence is never justified.
Beware of international contracts!
Special attention should be paid to international contracts that require expertise because if practices are prohibited in some countries, they are tolerated. We must also be careful with the interpretation of the meaning of words. Many lawsuits show us that it is necessary to gain discretion in matters of contract.
Article 1134 of the Civil Code is a priori which is very clear: “Agreement made by law replaces the law for the people who made them.”
A contract is not always respected
Everyone’s heard about the retirement cap of Peugeot’s president. There is no question of arguing, either on a material or moral level, about the merits or otherwise of this agreement, but only to recall that this agreement was, in its time, freely agreed upon with the highest authorities of the group. was fixed, and published in the company’s information documents.
The state is not absent because it gave its guarantee to the Peugeot Group bank, and was therefore made aware of the situation.
So the “law of contract” should have been respected, which was not due to “public backlash”.
legal certainty violated
Other less controversial but equally eloquent examples undermine the legal certainty we think we can give to the value of a contract that is freely agreed upon between informed parties.
This is a matter of law that has called into question the methods of business valuation, which are clearly defined between the shareholders in the shareholders’ agreement. It has indeed been held on several occasions that experts, appointed in accordance with Article 1843-4 of the Civil Code, and responsible for valuing a company according to precisely defined methods, actually choose their method for the assessment of social rights. are free to, and therefore they can set aside the proposals proposed by the parties for the implementation of others!
That’s why we can only advise the greatest of caution in drafting contracts, whatever they may be, and surrounded by professionals tailored to each’s specific situations. This does not necessarily guarantee proper execution every time, but it will at least have the property of limiting the risks!