negotiation and contract

Question 1

contract is:

Answer 1

• an agreement between two or more competent parties in which an offer is made and accepted.
• a legally binding agreement that consists of a promise or set of promises which the law will enforce. the agreement will create rights and obligations that may be enforced in the courts
• can be written, oral or implied from conduct.
• an agreement between two or more parties which creates obligations to do or not do the specific things that are the subject of that agreement

Question 2

The parties must have entered into the agreement ______

Answer 2

freely

Question 3

formation of contract:

Answer 3

1. A draws up an offer andsends it to B
2. The offer is delivered to B
3. B thinks about the offer
4. B send his acceptance to A.
5. B’s acceptance reaches A
6. The agreement is concluded

Question 4

Define offer:

Answer 4

• a statemeng should besufficientlydetailed to be an offer
• othewise it is not an offer, but an invitation to enter into negotations
• should contain at least: OBJECT, NUMBER OF OBJECTS (QUANTITY), PRICE

Question 5

withdrawal vs. revocation

Answer 5

the same result - offerer takes back it’s offer that it can no longer be accepted by the offeree

Difference in timing.

Withdrawal allowed only until the offer has reached the offeree
Revocation allowed after the offer has reached the offeree

Question 6

content of contract should be:

Answer 6

freedom of contract
essential elements
other elements

Question 7

what are general conditions of sale (GCS)?

Answer 7

a list of conditions that the seller wants to be applicable to all of his sale contracts

Question 8

breaking off negotiations in common law countries is:

Answer 8

allowed as long as there is no agreement.

Question 9

Breaking of negotiations in civil law countries is:

Answer 9

allowed as long as the breaking off party does take in consideration the other party’s interests. If not the breaking off party commits tort and has to compensate to the other party.

Question 10

Define Tort:

Answer 10

Wrongful act. E.G. in case of wrongful act we have to pay compensation for damage

Question 11

Letter of Intent is:

Answer 11

document used as a current status of negotiations of the parties and often also used as a draft version of the final agreement

Question 12

Content of LOI:

Answer 12

1. intention
2. Exclusivity
3. Confidentiality
4. Due diligence
5. Time frame, process
6. Conditions (subject ot approval, finance, etc..)
7. Termination
8. Transfer of rights
9. Costs adn damages, break up fee
10. Information to third parties
11. Applicable law and jurisdiction