LawRegulatory Compliance

What is an integral part of the contract

Quite often in the civil law contracts concluded between individuals or organizations, the phrase "... is an integral part of the contract" is found in the text. Few people understand what these words mean and what role they play in resolving any disputes related to contractual relations.

Agreement conditions

By itself, any agreement represents an agreement of the parties, which the latter have reached under all conditions. These include significant conditions, and conditions that legislation does not refer to mandatory. All this may or may not be included in the contract. Also, those conditions that any party deems necessary to include in the contract are mandatory for inclusion.

Apps

Some of the terms of the contract can be included not in the text itself, but in the annexes. Basically, this is done for convenience and the ability to change the necessary conditions.

For example, if the parties conclude a contract for the supply of products, they are defined in the contract itself with the subject, rights and obligations of the parties, with the procedure for the delivery and receipt of goods, payment. However, in the text they can indicate that the supplier undertakes to deliver the goods in accordance with the annex to the contract. Thus, in the future, without changing the main contract, the parties can regulate its terms by an application, in which the name, quantity, price and the like will determine.

And in order to ensure that the application is not "lost" in the event of a sudden dispute between contractors, the contract text indicates that applications are an integral part of it.

Case study

Imagine that the conflict between the parties still occurred. Let's consider it on an example all the same delivery.

Pre-trial settlement did not lead to any results, and opponents appealed to the judicial authorities to resolve their issue. At the same time, one party (supplier) behaves not quite in good faith, stating that it delivered the goods at a certain time. In the text of the contract, no indication of the delivery time is available, this is what the supplier refers to, stating that the period has not been set and the goods are delivered in the period determined by the legislation. However, the agreement stipulates that its integral part is an application, in which specific terms of delivery are specified.

If there was not this word - "inalienable", then the court decision would be on the supplier's side. But since the application is considered such a part of the contract, the contract itself can not be considered without it. In this situation, the court will side with the customer.

Additional agreements

An integral part of the contract is not only the applications, specifications and other documents, without which the contract itself is incomplete. To such it is possible and necessary to include additional agreements concluded by the parties.

As is known, the parties are free to conclude deals and other agreements. They can by agreement change their terms, terminate certain duties and rights or establish new ones. All this, as a rule, is formalized by the conclusion of an additional agreement.

By changing certain paragraphs of this document, counterparties should write in the text that the supplementary agreement is an integral part of the main contract. In the future, both the court and other interested parties, when considering this agreement, should rely not only on the text that it contains, but also on the changes that are specified in the supplementary agreement.

An integral part of any contract should always be with the main document. The contract without it is already inadequate and carries the risk of declaring it invalid in certain cases.

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