COMMERCIAL CONTRACTS - INTRODUCTION
Dorota Wieczorkowska
Department of Business and Commercial Law Faculty of Law, Administration and Economics
University of Wrocław
BASIC INFORMATION
• Teachers:
• Mgr Dorota Wieczorkowska (dorota.wieczorkowska@uwr.edu.pl)
• Mgr Kacper Wosiak (kacper.wosiak@uwr.edu.pl)
• Office hours:
• Mondays, 16:45-18:45, room 110 C (in the skyway)
REQUIREMENTS FOR PASSING THE COURSE - CLASSES
• Attendance – each student is entitled to one absence during the classes. Any additional absence, regardless of the cause, must be covered by passing the material discussed during the class in two weeks term from the day of the absence, during the office hours. Absence during more than 50% of the classes results into not receiving credits for the course (NC - Not
Credited).
• Active participation in classes.
• Test – the test covers topics discussed during classes. 13th of
January 2020
COMMERCIAL CONTRACT
A commercial contract refers to a legally binding agreement between parties in which they are obligated to do or restrain from doing particular things. The notion of agreement is that different people (entities) having different (even contradictory) objectives reconcile their differences in a mutually beneficial agreement which both sides believe to be binding.
A contract is an agreement which can be enforced by the court.
FREEDOM OF CONTRACTS
• Freedom of contract-freedom to form contracts without
government restrictions, that allows individuals to choose with
whom to contract, whether to contract or not, and on which
terms to contract. The contracting parties may arrange their
legal relationship at their discretion, as long as its contents or
objective are not contrary to the law, or the principles of life in
community.
MEANING OF CONTRACTS
• Agreements constitute the essential principle on which social and economic life is based.
• Agreements are necessary to support exchange relationships.
TYPES OF CONTRACTS EXAMPLES
Oral Contract Written Contract
Fixed-term Contract Open-ended Contract Gratuitous Contract Contract for valuable
consideration
Fixed-price contract Time&Materials Contract
STRUCTURE OF A CONTRACT
HEADING
COMMENCEMENT AND DATE
PARTIES
RECITALS
DEFINITIONS
OPERATIVE PROVISIONS
BOILERPLATE CLAUSES
SIGNATURES & SEALS
SCHEDULES & EXHIBITS
• https://www.docsketch.com/contracts/sales-contract-template/
STANDARD CONTRACTUAL CLAUSES
• FORCE MAJEURE
• CONFIDENTIALITY
• NON-COMPETITION
• TERM
• TERMINATION
• ENTIRE AGREEMENT/MERGER CLAUSE
• SEVERABILITY/SEVERANCE
• NOTICES
• ASSIGNMENT
• JURISDICTION
• GOVERNING LAW
• ARBITRATION
• MEDIATION
• AMENDMENT
• SURVIVAL
• DEFAULT
• WAIVER
• WARRANTIES AND REPRESENTATIONS
• COUNTERPARTS
• BINDING EFFECT
