Termination of Contracts, Amendments, and Recognition of Their Invalidity

Since 2008, the “First Legal” Law Firm has been successfully working to protect its clients’ interests. The specialists of our Firm have extensive experience in resolving disputes both out of court and in court.

Nowadays, market conditions change quite quickly, directly affecting the possibility of proper performance of the terms of already concluded agreements (especially long-term ones) by one of the parties to the contract. Therefore, there often arises the need to amend a contract in order to bring its terms into line with the new realities that have emerged, or even to terminate the contract prematurely. In addition, even agreements that one of the parties places high hopes on may be declared invalid.

A ground for amending or terminating a contract may be the mutual agreement of the parties or a unilateral declaration of intent if provided for in the concluded contract, as well as direct norms clearly set out in the relevant laws regulating legal relations of a certain type. Furthermore, a contract may be terminated or amended early by a court decision at the request of one of the parties in the event of a material breach of the contract by the other party, as well as in other cases provided for by the contract or by law. It should be noted that not every violation of the contract’s terms can be considered material. Therefore, it is necessary to clearly determine the following:

• which specific terms are material for the respective type of contract under the law, and which additional terms the parties have defined as material in the text of the contract;
• whether the guilty party has breached its obligations and which particular obligations have been breached;
• whether there is a cause-and-effect relationship between the violated provision and the damage caused, and what confirms it, etc.

Invalid transactions are divided into void transactions, whose invalidity is established by law and which do not generate any of the results the parties intended to achieve, and voidable transactions, which may be declared invalid only in court at the suit of one of the parties or another interested person. In particular, voidable transactions include those concluded under the influence of error, fraud, coercion, threat, malicious agreement between a representative of one party and the other party, dire circumstances and their direct connection with the will of the other party, a transaction by a legal entity carried out without the appropriate permit (license) or exceeding (lacking) the authority of its representative, etc.

The legal consequences of such transactions arise only in the forms provided by law—by returning the parties to their original position (restitution), terminating the obligation for the future, etc.

Even when resolving a typical commercial dispute, the court may establish that the content of the agreement, which is the subject of the dispute, contradicts the legislation in force at the time the agreement was concluded, and it may, on its own initiative, declare such an agreement invalid in whole or in part, which can lead to unexpected negative consequences for one or both parties.

Contracts may also be recognized by the court as valid (concluded), even if one of the parties to the contract does not believe them to be such or does not wish to consider them as such. The grounds for such recognition are limited and clearly stated in the law, so the requirements of an interested party for the recognition of contracts (transactions or other legal acts) as valid on other grounds are not subject to satisfaction.

The service provided by the “First Legal” Law Firm in representing individuals in disputes arising from amending, terminating, or declaring contracts invalid includes:

• legal analysis of all necessary documents provided by the client;
• preparation of a legal position and its coordination with the client;
• collection of evidence (including through attorney requests);
• preparation and filing of the statement of claim with the court, assistance with payment of the court fee.

By agreement with the client, the “First Legal” Law Firm can represent the client’s interests during court hearings, as well as in appellate and cassation proceedings, and also during the enforcement of the court decision.

We recommend seeking professional legal assistance in advance from the “First Legal” Law Firm even before concluding a contract to promptly eliminate possible violations or risks and to have the maximum basis provided in the contract for potentially defending your interests in court. Our friendly team of professional lawyers at the “First Legal” Law Firm will be happy to help you understand all the nuances of these complex matters.