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There is a lot to think about when a contract is drawn up or going to be signed. We have made a summary of what is important to bear in mind and what a contract ought to contain.
The purpose of a written contract is that the parties write down what they have agreed on. Oral contracts are, with a few exceptions, also legally binding, but it may be difficult to prove what was actually agreed.
The party who claims something must be able to provide evidence of it. In other words, a brief, written contract is much better than no written contract at all. If the other party does not want to sign a written contract, you should still write down what you have agreed on and send it, by e-mail for example, to the other party. Ask the other party to confirm receipt and to get back to you if there is anything that does not tally with what was agreed. And do this before your business relationship begins. All documentation can be used later to determine what you and the other party have agreed on.
The most important things
If you are not familiar with writing contracts, it can be easy to leave out the most important things: what, who, when, where, how and what price.
If you give something away, you give up your rights to it forever. When you provide something, you borrow or rent it out for a limited period of time or for a particular purpose.
Don’t be afraid to ask what various clauses in a contract mean. If you are unsure about the meaning of the wording in a contract, it is a good idea to ask the other party to confirm that they share your interpretation of the wording before you sign the contract.
When you enter a contract with a company, it is important to verify that an authorised signatory of the company has signed the contract. You can contact the Swedish Companies Registration Office to check who are authorised signatories for a specific company.
Addendums and amendments
It is always possible to make a new agreement or amend a previous contract if both parties agree to do so. Be sure to document all changes in the contract, because this is a common area of dispute between parties. When you make amendments or supplementary agreements, they should also be in writing. It's enough to send an e-mail and ask the respondent to confirm the change. Make sure that the additional provisions do not inadvertently clash with the main contract. Specify clearly which contract you are amending, or if the old contract is to cease being in force.
Annexes and references
If there are annexes to the contract, the contract itself should always contain clear references to them. The same applies if you refer to public documents or information, such as base amounts (basbelopp) or the consumer price index. Specify the order in which the annexes must apply, because there may be provisions in one annex that contradict the provisions in one or more of the other annexes or of the contract itself, and you might not be aware of this.
Legal advisory services
If you feel uncertain about any aspect of a contract, it’s a good idea to hire someone who can provide you with legal advice before the contract is signed. By getting help to ensure that you really agree, your cooperation will run more smoothly. It is less expensive to get help to achieve a good contract from the outset than to be embroiled in lengthy and costly disputes later, after the contract is signed. This is particularly important if you want to enter a contract that you are not familiar with, or a contract of great importance to you.
In most industries, there are standard contracts. Find out if the contract has been negotiated between representatives of different stakeholders or if it has been drawn up only by the other party with whom you intend to enter a contract. You can also make addendums and amendments to standard contracts.
If a dispute arises
If the parties to a contract disagree on its interpretation and cannot resolve the dispute themselves, the dispute can be adjudicated in a general court. More about disputes and summons applications.
Content of the contract
We have put together here a few points that can be useful to have in mind when a contract is being drawn up.
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