Slide thuyết trình TACN2 Topic: Provisions concerning the Parties

 The Amaryllis Docklands and Marbor Supply Company Ltd., a company organized and existing under the laws of the Republic of Verbena, having offices in Port Mary, Verbena, hereinafter c

Nguyen Quang Anh 1311110

Nguyen Thi Thu Huong

1311110287

Vuong Nhat Quan 1311110568

Provisions Concerning the

Parties

The Problem

What are the risks of doing business with a

shadowy counterpart?

In More Depth

1 The Identity of the Buyer

Definition

the identity of the buyer is distinct

personality or individual characteristics of the buyer which are persisting and help the buyer

to be recognized and known

• Firstly, she didn`t know whether Abdul`s

company exists or not

makes a quick telephone call

Esperanza check

organizations

• Secondly, she failed to notice that

Esperanza International Incorporated is different from Esperanza International & Co

• should ask plenty of questions to make

sure who will responsible for payment

• Thirdly, she didn`t clarify who Abdul really

was and if he had the right to sign the

contract

of a signature

• The last, her mistake was not asking for a

certain amount of prepayment when she

did business with a shadowy counterpart

goods

2 The Names in the

Contract

- On the first page of most contracts is the

name of each party When it first appears,

the name is normally the full, registered

name of the company.

- To avoid endlessly repeating this formula in the contract, a short-form follows the first

use of the name.

 The Amaryllis Docklands and Marbor Supply Company Ltd., a company organized and existing under the laws

of the Republic of Verbena, having offices in Port

Mary, Verbena, hereinafter called “AMARYLLIS”

 The Amaryllis Docklands and Marbor Supply Company Ltd., a company organized and existing under the laws

of the Republic of Verbena, having offices in Port

Mary, Verbena, hereinafter called “SELLER”

The use of short-forms saves space and reduces the risk of a mistyping If a name appears in different forms in a contract, there can be

legal problems.

3 Notices

Definition: A ‘‘notice’’ is any formal notification required by the contract

Ex: Notification that

 A government approval has arrived

 One party wants to terminate the contract

 A deffect needs correction

 The notices provision usually stipulates how

notices must be delivered

 The mode of delivery of communications,

such as:

• By hand

• Registered or certified mail

• Private courier service

• Facsimile

Ex: Notices served by one party to the other under the contract are valid only if sent by registered mail and signed

Such notices are to be sent to the following addresses:

Seller: [Address] Buyer: [Address]

4 Assignment of rights and delegation of duties

Involvement of a third party

The transfer

of the obligation to

deliver Contract Performance

Obligation VS Duty

PaymentGoods

Understanding Assignment

Party possesses Party possesses

CONTRACT PERFORMANCE

The Third Party

Understanding Delegation

Party possesses Party possesses

CONTRACT PERFORMANCE

The Third Party

CON TRA

CT

CON TRA

CT

PER FOR MANCE

PER FOR MANCE

-DELEGATEE

Assignment of rights

An assignment of Rights occurs

when one of the original parties

(the assignor) of the contract

hands off the contract’s benefits

to another (the assignee).

General rule: all rights are

of carrying out the performance.

General rule: not all contract duties are delegable

Often need for the Delegatee’s

consent

performance can be for

only Assignor himself

2 Obligor’s

performance can be for

only Assignor himself

3 Violate law or public

1 Contract Performance can be carried out by only Delegator himself

-Affect the performance due

-Decreases the value or return

anticipated

-Increases the risks for the

other party

Which method is unreliable to clarify the

identity of the buyer?

1 Make sure that you are signing a contract

with the parent company not the subsidiary

2 Try google the name of the company to see

if it exist or its name is used correctly

3 Verify if the negotiator has the authority to sign that contract

4 Ask clearly about the exact name and

address of the buyer in order to resolve any unexpected problem

Which of the following statement is not true?

1 The rights and delegation of duty can be freely transfer without any legal issue

2 The rights can be transfer without causing any risk to the other party

3 Delegation of duty transfer is strictly limit due

to most applicable law

4 The assignment of rights and delegation of

duty should be carefully included into the

contract

Notices and communications hereunder shall be deemed made if given

by registered or certified envelope, postage prepaid and addressed to the party to receive such notice, invoice, or communication at the address given above, or such other address as may hereafter be

designated by notice in writing

Thông báo và thông tin liên l c dạ ưới đây s đẽ ược coi là đã th c hi n ự ệ

n u đế ược g i b ng phong bì đử ằ ược đăng kí ho c xác nh n , b u phí tr ặ ậ ư ả

trước và g i đ n các bên nh n thông báo, hóa đ n, ho c thông tin liên ử ế ậ ơ ặ

l c t i đ a ch trên, hay đ a ch khác có th đạ ạ ị ỉ ị ỉ ể ược ch đ nh b i thông báo ỉ ị ở

b ng văn b n nh sau đây.ằ ả ư

Các quy n và nghĩa v mà hai bên có đề ụ ược đ u không th y thác hay ề ể ủchuy n giao toàn b ho c m t ph n (b ng cách chuy n nhể ộ ặ ộ ầ ằ ể ượng, lu t ậpháp ho c nh ng phặ ữ ương th c khác) cho b t kì bên th ba nào mà ứ ấ ứkhông có s đ ng ý trự ồ ước đó b ng văn b n c a c 2 bên.ằ ả ủ ả

The rights and obligatations acquired herein by both

parties are not assignable or transferable in whole or in part (by assignment, operation of law or otherwise) to any third party without prior written approval by both parties