“Pactum est pactio duorum pluriumve in idem placitum et consensus” (Digesta Ivstiniani. Libri II).
“Agreement implies the desires of two or more persons for the same thing and their consent” (Justinian’s Digests. Book II).
Throughout human history, the Agreement has been the basis for human interaction and the prosperity of society.
Over thousands of years, the Agreement has evolved into various types and forms, but the essence of the Agreement has remained unchanged. The Agreement shall be based on the general consent of all its participants and fulfill the role of law for them, that is to: assume the possibility of its execution, be binding and executed by all its participants, establish rights and satisfy the interests of its participants, have mechanisms for monitoring the performance of obligations and ways to hold accountable for non-fulfillment.
At the same time, the Agreement cannot be a “nuda pactio” (“bare agreement”) but shall be a “legitima conventio” (“legal agreement”), id est it shall be based on the law and not be prohibited by law.
Today there are two main types of agreements:
― “publica conventio” (state agreement in the form of an interstate or intergovernmental Treaty);
― “privatus conventio” or “contractus” (an agreement in the form of a Contract, in which one of the participants is a private person).
At the same time, any relationship is unique as people themselves. Therefore, no model or standard Agreement can effectively govern different relationships (even though they are similar).
In turn, our lawyers, who have extensive scientific and practical experience in public and private law, will provide you with highly qualified advice and highly effective assistance in drafting Public Treaties and Private Contracts, considering the uniqueness of relevant relationships.
Public Treaty
The Public Treaty is one of the elements of a complexly integrated system of international law, which includes generally accepted provisions of international law (UN Resolutions, Declarations, and Conventions), interstate (including intergovernmental) agreements and treaties as well as numerous and varied norms of national legislation of various states.
At the same time, one of the characteristic features of public international law is the reluctance of some actors to comply with international agreements, and as a consequence - the confrontation of national and global interests.
In turn, our lawyers possess profound experience and knowledge in public international law.
We will provide governments, international, and intergovernmental organizations with highly qualified advice in the field of public international law, allowing them to resolve many problems in the field of regulation of international activities, including:
― drafting interstate and intergovernmental agreements, contracts, and treaties;
― providing analysis of legal conflicts of international and national law;
― defending national interests when concluding interstate agreements and treaties as well as when signing international resolutions, declarations, and conventions;
― performing the execution of international treaties and agreements as well as Conventions, Declarations, and UN Resolutions,
and much more besides.
Private Contract
Conventionally, Private Contracts can be divided into three groups:
― model Contracts, the forms of which are established by the state or local (municipal) authorities;
― standard-form Contracts that appear as a result of trading on the exchange and are fixed by standardized agreements and regulatory documents of the exchange;
― free-form Contracts that are formed as a result of direct agreements between contractors.
One can certainly specify other particular types of Contracts that do not fall into these groups, but they make up an insignificant number of the total amount of contracts.
The principles based on which contracts are developed under all three of the above versions of relations differ significantly from each other.
Model Contracts are typically entered into with a government and are strictly regulated by the current legislation of the country of such a counterparty.
At the same time, model Contracts most commonly have a conservative form and protect only one party - the state or local (municipal) authorities, putting the counterparty from private business in a disadvantageous position.
Standard-form Contracts have a freer form compared to model Contracts.
Nevertheless, it even may seem that standard-form Contracts qualitatively protect both parties to the contract from unfair actions of each of them.
However, one should understand that most particular such contracts do not protect counterparties but the exchange itself from losses and unforeseen events, which does not always have a favorable effect on relations between counterparties.
By focusing on protecting the exchange and balancing the rights and obligations of the parties, standard-form Contracts have lost the variability and volatility required in cases of sudden change in circumstances. As a result, standard-form Contracts cannot help counterparties achieve the most effective result from cooperation and have become only a tool for manipulation by stockbrokers.
At the same time, such contracts are also not ideal and have significant security gaps that allow unfair counterparties to maneuver during their execution.
In turn, if the exchanges developed and used an “incomplete” form of the contract (in which the “incomplete” part of the terms and conditions of the contract would be formed by the counterparties, obviously within certain limits), then this would allow the counterparties to be more flexible in the execution of the contract and improve the efficiency of the interaction.
Free-form Contracts are the most appropriate for establishing effective relationships. It is the free form that allows you to achieve the greatest business results for all parties to the contract, as it is not limited by dogma and makes it possible to include provisions that honor actual circumstances and characteristics of the activities of each counterparty.
With any changes in the surrounding world, the parties to such a Contract can promptly and easily make the necessary amendments to it, and thus significantly increase the effectiveness of their cooperation.
In turn, the development of a qualitative and effective free-form Contract from scratch requires extensive experience in the relevant business area, a high level of professionalism, and knowledge of judicial practice in this area of law.
We can say with confidence that the lawyers of the “FOX” group of companies have all the above qualities and possess extensive experience in the regulation of contractual relations in such areas as:
― computer and Internet technologies,
― credit and mortgage relations,
― communications and telecommunications,
― production of food, household, and industrial products,
― automotive industry,
― medical activity and pharmaceuticals,
― sports,
― insurance,
― construction and real estate,
― foreign economic activity,
― space activities,
― exchange trading,
― mining and processing of hazardous waste,
― chemical and energy industries,
― oil refining industry,
― transport and finance,
― force majeure circumstances,
― tortious circumstances,
― protection from unfair competition and disclosure of information,
- intellectual property,
― civil relations (purchase and sale, hiring, borrowing, rent, and much more),
― family relationships,
and much more besides.
We will provide private companies and individuals with highly qualified advice and highly effective assistance in drafting Private Contracts, considering the uniqueness of relevant relationships.