Art. 429 Civil Code of the Russian Federation with commentaries. Art. 429 Civil Code: "Preliminary contract"

Practicing lawyers are familiar with situations where some parties have decided to conclude an agreement, which led to lengthy negotiations. But by the time of this agreement, they are already poorly represented the order and content of cooperation, and to understand this and plan their steps, the parties need time. It is for this to happen that there is no formal agreement between the parties . It is designed to clearly define the terms of the future transaction and indicate the date of its execution.

In the framework of this article, we will focus our attention on the specific features of such an agreement of intent. Details of its conclusion and requirements for its design, aimed at creating clarity in the relationship between the parties, can be seen in Art. 429 Civil Code of the Russian Federation. And the comments available to it will help clarify certain points.

Features of legal relations

The legal system of the Russian Federation includes a huge number of completely different legal branches. And one of the most significant among them is the civilian sphere. Its norms are coordinated by property and non-property relations between equal subjects. And to enter into relations that are regulated by civil law, can be both individuals, and organizations (legal entities) or the state.

It should be noted once again that the distinctive feature of this process is the equality of the parties and the freedom to conclude treaties. That is, there can not be an aspect of power and subordination - the predetermination of the behavior of one party in relation to another is excluded only because of the position taken. In addition, there is no interference in the process of assessing the benefits of the contract of outsiders, which allows the parties to freely set the price and other conditions. The conclusion of the preliminary contract also takes place within the framework, predetermined by the Civil Code of the Russian Federation.

The classical concept of the treaty

In Art. 429 of the Civil Code provides information on agreements of a preliminary nature, the features of which will be presented later in the article.

So, the classical type of the contract has a certain specificity, and, according to the provisions of Art. 420 Civil Code, it is a mutual agreement of several parties (two or more), which establishes, terminates or changes their rights and obligations. At the same time, the interest of each party can be satisfied only if the interest of the other party is observed, which generates their common interest in concluding the agreement and its proper execution.

It should also be recalled that civil law provides for the principle of freedom of contract. Its availability allows legal entities to accept agreements of any kind and form, unless it is expressly prohibited by existing regulatory enactments.

Due to this, the contract has become the most common type of transactions, but often without a prior agreement holding the latter is simply impossible.

Art. 429 of the Civil Code of the RF "Preliminary contract"

So, after analyzing the concept of the classical agreement, we can proceed to a direct analysis of preliminary contracts. As mentioned earlier, information about them is enshrined in Art. 429 Civil Code of the Russian Federation. It has 6 points, each of which explains their specifics. For example, Section 1, Art. 429 of the Civil Code of the Russian Federation says that the preliminary agreement is an agreement according to which certain entities in the future are obliged to conclude another (basic) agreement, the terms of which are stipulated in the preliminary agreement.

It should be noted that the object of the transaction in the future may be services, property, provision of discounts, etc. Despite the exclusive freedom in the process of concluding a preliminary contract, its parties must take into account certain requirements, which are described in art. 429 Civil Code of the Russian Federation.

What provisions are put forward by the requirements?

Legislative features of the preliminary agreements stipulate the specifics of their conclusion. The Civil Code of Russia fixes the requirements that regulate the conditions, terms and form of agreements mentioned in the article type. Each condition is included in a certain clause of Art. 429 Civil Code of the Russian Federation. Therefore, in order to identify and study in detail such requirements, it is necessary to carry out a theoretical analysis of several parts of the legislative norm.

What should be the form of the contract

Paragraph 2 of Art. 429 indicates that the preliminary agreement is in the same format as the future transaction will have. Thus, the contract of the type presented can be written or notarial.

The oral form of the preliminary agreement is nonsense. If you want to quickly complete the transaction, there is simply no need to sign a preliminary contract, and in other cases it must be formalized. At the same time, it should be noted that the form of the agreement is dictated by the norms of civil legislation, and if, for example, the Civil Code speaks of the need to conclude a contract in a notarial form, then the preliminary deal will have the same feature.

In paragraph 2 of Art. 429 of the Civil Code of Russia, in addition, fixed and responsible for non-compliance with the requirements for the form. Thus, in case of neglect of these rules, the contract will be recognized as null and void, that is, one that has no legal force.

Conditions and terms of the preliminary agreement

A contract of any type concerns an object and, most importantly, the rights and obligations of the parties that have concluded it. Together, these aspects constitute the terms of the agreement. In addition, a treaty may have both a specified period of validity and an indefinite nature. In any case, these parameters are clearly spelled out in the agreement.

As for the preliminary contract, these points are fixed by clause 3 and clause 4 of art. 429 Civil Code of the Russian Federation. Terms of the agreement must meet the essential points of the underlying transaction. In other words, the preliminary agreement repeats the structure of the agreement, which will be concluded in the future, and also establishes its subject matter. This requirement exists to exclude any potential disputes between the parties.

The timing of the preliminary agreement is fairly simple. According to the standard rule, it specifies the period that obliges to conclude a transaction. In the same paragraph 4 of Art. 429 there is an exception to the rules - in the absence of a designated period, the main contract is signed no more than one year after the conclusion of the preliminary agreement.

Legal liability in case of violation

As we understand it, the preliminary agreement contains an obligation to conclude a basic agreement in the future. Therefore, failure to do this will be considered a violation. In this case, certain legal steps may be applied as provided for in Clause 5, Art. 429 Civil Code of the Russian Federation. Compulsion to conclude a basic contract can be realized within 6 months from the moment of violation of this obligation. Similarly, the legislator creates a legal framework that does not allow neglecting the requirements for the terms of implementation of the terms of the preliminary agreement.

Of course, there are cases when, even with a preliminary contract, the parties have disagreements over certain aspects of the underlying transaction. None of us is immune from this, and when they arise, the parties must apply to the court. His decision will determine the terms of the main contract, which the subjects are obliged to conclude in the future. In this case, the information provided by the special state authority is mandatory for execution.

Termination of obligations (Clause 6, Article 429 of the Civil Code of the Russian Federation)

Far from always the parties to the preliminary contract conclude the main in the future. Due to various circumstances, subjects may lose interest in the title agreement. And if, within the necessary period, all parties have not put forward demands for the conclusion of a basic contract, then the obligation to conclude it is terminated altogether, as stipulated in Cl. 429 Civil Code of the Russian Federation. This can happen because of other circumstances:

• Conclusion of a basic agreement;
• The impossibility of fulfilling the obligation for any objective reasons, and so on.

The represented exemplary moments are provided for by law because of the real risks when concluding a preliminary contract. The bottom line is that such an agreement obliges the parties to take any action in the future. However, due to various objective reasons, the main contract may lose its relevance, or the real opportunity for its implementation will disappear, which can not be ignored.

Conclusion

Thus, we considered Art. 429 Civil Code of the Russian Federation with commentaries. In conclusion, it should be noted that the existing legislative requirements for a preliminary contract are very effective in the process of regulating relations arising at the time of the conclusion of such agreements. Therefore, it remains to be hoped that in the future the specifics of this legal category will only improve.