Procedure for Modification and Cancellation of Contracts
Unilateral refuse to perform obligations is not allowed except for the cases provided by the contract or legislation.
Alterations and Amendments of Contractual Terms. As a rule, unilateral alterations or amendments of the terms of the contract that has been concluded is not allowed. All corrections are brought under the agreement of the parties in written form. The same procedure is provided for prolongation of the contract. Some kinds of contracts are automatically prolonged (for example, rent contracts); the same happens if the parties agreed about it in their primary contract.
When one party objects to modification of some terms, the contract shall be executed on its primary terms.
Agreement to Replace the Contract. Agreement to replace a contract that has been concluded earlier with some other contract may be made, for example, loan contract may be replaced with purchase contract. The substituted agreement is based on annulment of one obligation and arising of the other between the same parties.
Change of the Parties under the Contract. The following means for changing persons:
1) assignment of a debt;
2) assignment of a claim.
When these contract are used in foreign trade transactions one should keep in mind the Edict of the President of the Republic of Belarus of January 4, 2000 No. 7 “On Improving the Procedure of Holding and Control over Foreign Trade Transactions”.
Assignment of the debt by one person (debtor) to the other person is allowed only with the consent of the creditor. The ground is the agreement between the primary debtor under the contract and the person coming instead of it in the obligation (not in the contract). The agreement is made in writing.
Assignment of the claim means that the previous creditor to which the debtor shall pay its obligation withdraws and a new person comes to its place. There is no consent of the debtor needed but the debtor shall be informed.
Procedure for Contract Cancellation. Agreement to cancel the contract is drawn up in the form of a protocol or other bilateral document.
The agreement states:
a) what contract is cancelled;
b) the moment the contract is considered cancelled (from the moment it has been concluded, in the future, etc.)
c) a reason for cancellation of the contract;
d) means of settlement of the problems arising between the parties or means for ending the obligations that has already appeared between the parties (terms and procedure for returning the advance payments, etc.)’
e) a provision that from the moment the agreement enters into force the parties lose the rights to claim under the contract concluded.
When one party notifies the other party about impossibility to perform the obligations taken, one needs to follow the provisions of legislation about the refuse of the party to perform its obligations.