Sales
A sales contract is an agreement between a buyer and seller covering the sale and delivery of goods, securities, and other personal property. In Belgium, domestic sales contracts are mainly governed by the Civil Code (Articles 1582 ff.). International sales contracts often fall under the United Nations Convention on Contracts for the International Sale of Goods (CISG), also known as the Vienna Sale Convention, INCOTERMS and other commercial usages.
Generally, one party may not create a sales contract on its own that is binding against another party, and an enforceable contract must be signed by the defendant or the one against whom the contract is sought to be enforced.
However in many cases a purchase order, pro forma invoice, or order acknowledgment may serve in place of a formal sales contract. A purchase order is issued by the buyer and sent to the seller, stating the type and amount of goods to be purchased, the price, and any other material terms such as a time limit on filling the order. A pro forma invoice is issued by the seller and sent to the buyer, often in response to a purchase order or oral agreement. In international transactions, the pro forma invoice may enable the buyer to open a line of credit with which to pay for the goods ordered. The pro forma invoice typically includes relevant terms and conditions that apply to the sale.
A formal order acknowledgment is useful for establishing the seller's position in case a dispute should arise. The order acknowledgment is drawn up by the seller in response to a received purchase order. It does not necessarily repeat the details of the purchase order, but it may clarify details such as delivery schedules.
There is no provision requiring a contract be written in order to be enforceable.
Contractual relations with banks
The relationship between a banker and a customer depends on the type of transaction; products or services offered by bank to its customers. The legal relationship between a bank and its customer differs in several important respects from the relationships between most other service providers.
The general legal relationship of bank and customer is contractual relationship, started from the date of opening an account. [1] When customer deposits money into his bank account, the bank becomes a debtor of the customer. [2] No new contract is created every time there is a new deposit as the account is continuing in nature. [3] The banker is not, in the general case, the custodian of money. The money paid into a bank account becomes the property of the bank and bank has a right to use the money as it likes. The bank is not bound to inform the depositor the manner of utilization of funds deposited by him. Bank does not give any security to the debtor (depositor). The bank has borrowed money but does not pay money on its own, as banker is to repay the money upon payment being demanded. [4] Thus, bank’s position is quite different from normal debtors. On the other hand, when the bank lends money to his customer, the relationship between the bank and customer is reversed. Then the bank takes the position as a creditor of the customer and the customer becomes a debtor of the bank. Borrower executes documents and offer security to the bank before utilizing the credit facility. Therefore, the general relationship between bank and its customer is that of a debtor and a creditor.
On the other hand, the relationship between the customer and the banker can be that of principal and agent. Agent can be defined as a person employed to do any act for another or to represent another in dealings with third persons. The person for whom such act is done or who is so represented is called “the principal". In acting on instructions to make periodical payment or transfer money from customer's account to others, to collect cheques or bills, the bank acted as agent of its customer. Prima facie every agent for reward is bound to exercise reasonable skill and care in carrying out the instructions of his principal. The standard of care expected is one of an ordinary and prudent banker and not that of a detective.
In Belgium, Banks also advise in investments. But there are also independent investment managers. The legal rights and duties of an investment manager differ from that of bank. An investment company will owe to his client both a common law duty of care in tort and fiduciary duties. Generally, a bank does not have a duty to advise its customer on the suitability of a transaction; nor does it has a duty to protect the customer from imprudent transactions. Nonetheless, if a banker undertakes to advice, he must exercise reasonable care and skill in giving the advice.
Confidentiality
One of the similarities between bank and other service providers is that the legal relationship between them and their customers will give rise to a duty of confidentiality. They are disallowed to disclose the information about their customer to third party even when the person is no longer their customer.
Undue Influence
The relationship between banker and customer will not generally give rise to a presumption of undue influence. In the ordinary course of banking commerce, a banker is allowed to explain the nature of a proposed transaction without laying himself open to a charge of undue influence.
Loans, credit, Documentary credits
Legally, those three terms refer to the same fundamental legal entity: the contract of loan. The name changes depending on the commercial area you are dealing with. Depending on the concrete situation, we advise and draft the necessary document.
What is a 'Letter Of Credit' ?
A letter of credit is a letter from a bank guaranteeing that a buyer's payment to a seller will be received on time and for the correct amount. In the event that the buyer is unable to make payment on the purchase, the bank will be required to cover the full or remaining amount of the purchase. Due to the nature of international dealings, including factors such as distance, differing laws in each country, and difficulty in knowing each party personally, the use of letters of credit has become a very important aspect of international trade.
Because a letter of credit is typically a negotiable instrument, the issuing bank pays the beneficiary or any bank nominated by the beneficiary. If a letter of credit is transferrable, the beneficiary may assign another entity, such as a corporate parent or a third party, the right to draw. MARITIME CONTRACTS & INCOTERMS
International rules of Carriage of good on sea. Liability of carriers. The legal consequences of incoterms : EXW, FCA, CPT, CIP, DAT, DAP, DDP, FAS, FOB, CRF, CIF