Drafting a contract and reviewing the contract before signing it is not limited to just reading a few clauses; the contract is the legal framework of a relationship that must clarify from the beginning the obligations, obligations, payments, guarantees, responsibilities and the method of resolving disputes. Proper legal review can prevent many subsequent contractual disputes before signing.
In a contractual dispute, choosing the right title is also important. Obligation to perform an obligation, Demand for money or damages, Termination, Invalidation, Execution of a guarantee or reference to arbitration Each has different conditions and effects and must be adjusted to the text of the contract and the actual documents of the case.
Article 10 Iranian Civil Code («قانون مدنی») recognizes the principle of freedom of contracts within the limits of the law, and Articles 190 , 219 and 220 are important foundations for examining the validity, necessity, and effects of contracts. Therefore, the text of the contract must be analyzed in conjunction with the relevant legal and customary rules.
Request a consultation with Fatemeh RakidehThe best time to review the legality of a contract, is before signing and creating an obligation; however, if a contract has been signed and a dispute has arisen about the execution, payment, delivery, guarantee, termination or damage, the text of the contract and related documents must be reviewed in an integrated manner before any action,.
Initial assessment: The identity and authority of the signatories, The subject of the contract, The attached documents, The amount, The timing and guarantees are reviewed to identify risky or ambiguous points.
Drafting clear obligations: Each obligation must be measurable as much as possible in terms of the subject, deadline, criterion for performance, method of delivery and the person responsible for its implementation.
Anticipating breach and loss: The contract must have appropriate solutions regarding delay, failure to fulfill the obligation, agreed contractual penalty, guarantee, termination or termination of the relationship.
Choosing the dispute-resolution course: Sometimes negotiation and a statement are sufficient, and sometimes an obligation to fulfill the obligation, claim for damages, termination, arbitration or other lawsuit is necessary.
Document management: Contract, Addendum, Payment receipt, Minutes, Messages, Correspondence, Delivery documents and guarantees must be organized and linked to the legal claim.
Follow-up through enforcement of the outcome: The issuance of a judgment or arbitration is not the end of the matter; enforcement of the obligation, collection of money or damages and enforcement of the judgment may also require independent prosecution.
In the contract between the employer and the contractor, the executor, the foreman, or the service provider, the subject and specifications of the work, the schedule, the amount and method of payment, delivery, guarantees, and liability for delays or defects in performance must be determined accurately and quantifiably.
More informationImportant and frequently occurring contract topics have been reviewed on separate pages. To view the terms, Documents, Practical tips and related topics, Select the title that corresponds to your contract or dispute.
Conditions for creating the right of termination, How to exercise it and its effects termination or rescission of a valid contract under Iranian law.
Examination of the lack of conditions for the validity of the transaction and the difference between nullity and termination and termination by mutual consent (eqāleh).
Follow up on the implementation of an obligation that has become due and the obligor has refused to perform it.
Review of the condition agreed contractual penalty, Contractual breach and the possibility of claiming damages.
Effects of delay, Deadline for commitment, Proof of breach and guarantee of contractual or legal performance.
Analysis of ambiguous clauses, The relationship of terms and identifying the legal effects of contract terms.
The difference between a right termination or rescission of a valid contract under Iranian law and a condition that, if fulfilled, dissolves the contract.
Obligations of the owner and the builder, Timing, Guarantees and disputes of project implementation.
Rights and obligations of the contractor and the employer, Delivery, Delays and guarantees.
Contribution, Share, Management, Profit and loss, Guarantee and exit mechanism.
Obligations of the seller and buyer, Price, Delivery, Guarantees and effects of breach.
Term, Rent, Guarantee, Repairs, Delivery and eviction in rental relationships.
Commercial contracts according to the authority of the signatories, Risk and liability of the parties.
The validity of the condition arbitration, The limits of the arbitrator's discretion and the choice of the appropriate dispute resolution mechanism.
Command of the foundations and effects of contracts: Reviewing the contract is not just reading a few clauses. The lawyer must analyze the conditions of the transaction validity, the principle of necessity, the limits of the obligations, the customary and legal effects of the contract and the guarantee for the implementation of the violation in addition to the text of the agreement.
Identifying risk before signature: Many disputes arise from ambiguity in the subject matter of the obligation, the time of performance, the method of payment, the security, the authority of the signatory or the termination conditions. A proactive review can reveal these risks before a dispute arises.
Clear drafting of obligations and remedies for breach: The contract must specify who, will perform what obligation, at what time and with what measurable criteria and what will be the consequences in case of delay or violation.
Carefully distinguishing termination of a valid contract, nullity from inception, and enforcement of the obligation: These titles do not have the same effects. The choice of legal action should be in line with the cause of the dispute, the text of the contract and the client's objective so that the dispute is not raised on an incorrect basis.
Management of contractual documents and correspondence: Copies of the contract, Addenda, Receipts, Minutes, Messages, Delivery documents and guarantees play an important role in proving the implementation of the obligation or violation and must be reviewed regularly and purposefully.
Planning the dispute-resolution path through enforcement: Sometimes negotiation or a declaration is sufficient, and sometimes litigation, arbitration or enforcement of a guarantee is necessary. The contract lawyer must design a realistic path from the beginning to resolve the dispute and implement the result.
Iranian Civil Code («قانون مدنی»)
Iranian Code of Civil Procedure («قانون آیین دادرسی دادگاههای عمومی و انقلاب در امور مدنی»)
Iranian Commercial Code («قانون تجارت»)
This list, shows the main provisions related to the subject of the page. The governing law and subsequent amendments must be adapted to the time of occurrence, of the subject and the situation of each case.
The official text and latest amendments of the laws are available at National Information Database of Laws and Regulations of the Country is available to view.
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