What to consider in the agreement with the counterparty in order not to incur losses
Entrepreneurship is always associated with risks, which can occur both from factors independent of a person and from human factors. The latter include intentional non-performance of the contract, fraud, inclusion in the contract of items that infringe on the interests of the other party, and so on.
This article is devoted to such a risk as the presence in the agreement of clauses that may entail losses for the entrepreneur. It is worth noting that you can protect yourself from them both before signing the contract and after (recognition of the terms of the contract invalid through the court). But it is better to take care of this in advance, since it is often very difficult to defend your rights in court.
To do this, you must follow a number of recommendations when coordinating an agreement with a counterparty:
1. It is necessary to ensure that all terms are indicated in the agreement, since this is important. So, if you do not specify the exact time period for responding to the claim, then the other party may take the time to do so, citing a reasonable time. But everyone has a different understanding of the reasonable time.
2. It is very important that the subject of the contract (information on the leased premises, name and quantity of goods, and so on) is spelled out in the contract. If this is not done, then the contract may be declared null and void by the court. However, this omission can be corrected. For example, an advance was paid under the contract, and then it was declared invalid by the court. In this case, the amount paid can be recovered through the court as unjust enrichment. In this case, it will be necessary to confirm the fact of transferring money to the other side.
3. It is necessary to check the counterparty himself in order to find out if his activity has been stopped. To do this, you need to order an extract from the register on the tax service website. You should also open the court’s website at the location of the counterparty and familiarize yourself with the cases where he acts as a defendant. If such cases exist, then this should lead to appropriate thoughts.
By the way! For a quick check of a counterparty, you can use the My Business online service. You can do this in one click by entering the TIN / BIN / name / full name or address of the counterparty of interest. You can get free access to the service right now at the link.
4. It should be checked who affixes a signature by the counterparty. If this is done by the head, then you need to look at the extract from the register, whether he really is. If the signature is affixed by proxy, then the latter must be studied. It is extremely important to monitor whether its term has expired, whether it has the authority to sign contracts, whether all information about the trustee is indicated and whether they correspond to his passport data.
Entrepreneurs no longer need an accountant!
Automated system for reporting, calculating taxes and salaries, billing and acts.
Try for free
5. It is important to verify the liability of the parties. Here it is necessary to pay attention to whether there are “hidden forfeits” in the contract, as well as double liability (repeated fines, penalties for the same violation).
6. The price specified in the agreement should be followed. It should be clear, unambiguous, with clear criteria. If you make a mistake, it is likely that the counterparty will have to overpay.
7. It is necessary to ensure that the procedure for the execution of the contract is fully prescribed. If you miss a detail, then the other side can interpret this in their favor.
8. You need to read the text completely, without missing a single moment. If any points are not clear, then it is necessary to ask the other side to clarify their meaning. You can also suggest reformulating them more clearly.
9. The agreement should contain annexes with specifications, forms of acts of acceptance and transfer and so on. If they are not provided, then you need to offer your own version of their preparation and insist on their inclusion in the contract.
10. It must be ensured that the complaint procedure is mandatory when it is mandatory. Filing a claim before going to court is mandatory when the contract is concluded in the field of: cargo transportation, air transportation of goods, passenger transportation, communication services, upon termination of the lease or rental agreement and others.
11. It is necessary to verify that the counterparty has affixed all the necessary signatures and decryption, otherwise the conclusion of the transaction will be very difficult to prove. All information about the parties to the transaction should also be registered: name, legal and actual address, TIN, PSRN (PSRNIP), bank details.
12. After signing, you need to take care of getting your copy of the contract and all documents attached to it. In the future, they need to be stored properly, since in the event of loss it will be extremely difficult to prove the transaction.
If all these points are missed, then you can incur losses, as well as a significant investment of time.