Precontractual Agreements in Selected Legal Systems

Abstract

Certain legal instruments have been developed in business transactions in order to facilitate the conclusion of an agreement under negotiation. The instruments of this kind are called precontractual agreements. They play an important role in shaping the legal situation of entities involved in the negotiation process. The basis for concluding precontractual agreements is the main principle of civil law, namely, the principle of freedom of contract. The most often mentioned precontractual agreements include a letter of intent and an agreement to negotiate. A letter of intent is a statement of intent to conclude an agreement in the future, although at a later stage of the letters exchange, they may also include statements of intent to continue negotiations. Legal doctrine has not developed a consistent categorization of letters of intent. Such attempts are limited to separating a number of terms, which intrinsically describe similar legal instruments. furthermore, an agreement to negotiate is a separate type of unnamed agreement, which aims to prepare the procedure of concluding the final contract through negotiation. It is a temporary contract related to a specific agreement which it concerns. An agreement to negotiate is a due diligence agreement. The infringement of provisions of an agreement to negotiate will result in contractual liability. The aim of the article is to answer the question whether, at the current stage of shaping legal relations, it is necessary to regulate precontractual agreements at the level of Eu legislation in order to harmonize them in the European union.

Keywords

• agreement to negotiate
• letter of intent
• negotiation
• precontractual agreements