A contract is a legal document that binds at least two parties to each other and asks them to fulfill certain obligations described in the treaty. In some cases, there may be a termination of the contract that makes the treaty legally binding. Only the parties to the agreement can terminate a contract. The provisions of the treaty may entitle a party to the termination if the violation in question does not constitute a violation of the common law. However, in this situation, it may not be possible to recover the “loss of good business.” If the offence is not equally repugnant under the common law, the damage is generally limited to damages until the date of termination, unless the contract expressly provides for something else. The difference can be considerable. However, a contract is only terminated when it is notified to the other party. The rights and obligations arising from the termination are enforceable. To this end, “full agreement clauses” are often used, for example.B. “This agreement, along with all the other documents covered in this agreement, constitutes the whole and unique agreement between the parties… And non-trust clauses that recognize that the parties did not rely on insurance outside the contract.
The aim is to limit the rights to the subjects enshrined in the treaty. However, for these clauses to be effective, they must be carefully developed. Not all offences have the right to terminate the innocent. The innocent party will only be released from the future performance of the contract if the breached clause is considered a condition, i.e. a condition of life. If the clause is a condition, the innocent person has the right to terminate the contract, regardless of the small consequence of the offence. On the other hand, a breach of the guarantee does not exempt the person concerned from the future benefit1, regardless of its severity. The contract continues on foot, the parties remain required to fulfill their future obligations under the contract and the only remedy for this breach is compensation.2 Commercial contracts often contain explicit termination clauses that provide for termination in certain circumstances, including violations other than breaches. Certain contractual termination clauses operate by expressly characterizing them as conditions or guarantees, in order to clarify the circumstances in which the contract may be terminated and those that justify only a right to compensation.
Some provisions of the treaty seek to grant termination rights for “essential” or “substantial” offences, “minor” offences or repeated offences.