Switzerland: template for legal services, automated templates (fromm PwC) and manaement of drafts.
Despite the common structure of offer and acceptance, a contract concluded electronically must also provide for seller’s acceptance (otherwise, the buyer can terminate the contract).
Nice pdf from HSF treating:
- the measure of the damage,
- contributory negligence,
- loss of a chance,
- license fee damage, and
- equitable remedies
Again from teh Netherlands: can a domain be silently renewed?
IN this case ,the consumer appealed to the Van Dam law, which applies to consumer contracts and bans tacit renewals and limits such contracts to max 1 year.
Yet, does the domain provision apply to such law?
According to the Court, not, since a plain domain (without mailbox and additional service) is seen as a single service. This is a one-off and not a subscription that renews periodically (?).
‘Straya: some clauses have been declared unfair in a B2B environment with a small company (20 employees or less + upfront payment inferior than $300.000). is it the sign of times of Common Law’s liability model moving towards the one for Civil Law?
- automatic renewal of the contract, often for a lengthy term, with a very narrow opt-out window;
- unilateral price variation rights;
- eliminating liability where performance is “prevented or hindered in any way”;
- entitlement to charge for services that can’t be performed;
- the grant of exclusive entitlement;
- suspension of services while keeping on charging the customer;
- the creation of an unlimited indemnity in favour of the counterparty; and
- payments to be made prior to termination of the contract.
In a few words, the check your provisions should undergo are:
- is there a significant unbalance being generated between the parties?
- is it unreasonably necessary to protect one party?
- is an unjustified and signiifcat burden being shifted upon the small business?
Netherlands: how often have you had a contract coutnersigned by someone and later realised/acknowledged that this person had no representation power?
Never to me, but here are soem steps to make sure you are legally covered:
- you can check on hte KVK or demand an extract to make sure the signee is either an owner or a legitimate director, or
- as k for the proxy statement. If may be irky from the other side, but at least you will be playing it safely.
AI-powered software to draft, negotiate, sign and revise contracts.
The Arizona Electronic Transactions Ac has been amended in MArch 2017 to allow digital signatures to beconsidered valid.
SOW, their main ingrdients are:
- Scope of Work,
- Detailed description of the services,
- Specific requirements,
- Term of the SOW,
- Additional or Special Requirements,
- Precedent Clause, and
- Signature Block.
You should especially pay attention to:
- Acceptance Language,
- Payment Terms,
- Intellectual Property (“IP”) Ownership,
- Indemnity Clauses, and
- Limitation of Liability Clauses.
As of 1st July 2017, Dutch Law will apply stricter requirements for B2B payments: not any later than 60 days for SME. Any longer term will be automatically void.
In case of lat epayment, statutory interests will apply: 8% per year enforceable up to 5 years.