Extract
[...] The application in time of the ratification law of the ordinance of 10 February 2016 In principle, the application of the modified texts by the ratification law of 20 April 2018 is excluded for contracts concluded prior to 1 October 2016 but also for contracts concluded between 1 October 2016 and 30 September 2018. But here, things are not simple enough and concerning the contracts concluded between 1 October 2016 and 30 September 2018 the ratification law has provided an exhaustive list of interpretative texts (see next question). On the other hand, for contracts concluded from 1 October 2018, there is no difficulty, as the reform resulting from the 2016 ordinance and the modifications made by the 2018 ratification law apply to these contracts. [...]
[...] To this end, Article 1169 of the Civil Code provides that a "contract for consideration is null and void when, at the time of its formation, the consideration agreed upon for the benefit of the party undertaking an obligation is illusory or derisory". This reflects, in a way, the traditional requirement of an objective cause in synallagmatic contracts, where the cause of one party's obligation is the object of the other party's obligation. If the consideration is lacking, the contract is without cause, without interest. When the consideration is illusory or derisory, the contract is therefore null and void. [...]
[...] As this liability arises during negotiations prior to the contract, it is therefore delictual, based on Article 1240 of the Civil Code. However, since the termination is free, there is no obligation to motivate the author of the termination. It is therefore not the termination itself that allows liability to be incurred, but rather the terms of this termination, i.e. if it is done in bad faith, for example, as in the Manoukian ruling, then the termination becomes faulty. The recoverable prejudice in the event of abusive termination of negotiations The recoverable prejudice in the event of abusive termination of negotiations will be limited to the losses suffered, according to the Court of Cassation in a ruling of 26 November 2003. [...]
[...] Particular circumstances refer to the case where the offer is made exclusively in the interest of the beneficiary. It is obvious that when the offer presents only advantages for its recipient, its acceptance can be presumed. The Manoukian judgment of 26 November 2003 Manoukian company had initiated negotiations with the shareholders of another company to acquire the shares of that company. After lengthy negotiations, a draft agreement had been concluded, but subsequently the shareholders of that company decided to sell their shares to another company. [...]
[...] The new article 1140 of the Civil Code specifying that 'there is violence when a party engages under the pressure of a constraint that inspires the fear of exposing their person, their fortune or that of their relatives to a considerable evil'. Therefore, an illegitimate constraint on the contracting party requesting nullity and the difference from deceit, violence can emanate from a third party. This constraint must lead to fear in the victim of the violence. The fear can concern the co-contracting party itself, but also its relatives. The threat can be physical or psychological, what matters are the consequences it will have on the person, and therefore determine it to contract. [...]
