Gentlemen Agreement Modello
Some companies are reluctant to enter into comprehensive and detailed contracts and simply exchange documents defined from time to time such as Declarations of Intent (LOI), Memorandums of Understanding (MOU), gentlemen agreements, etc. But what binding value do these documents have in the event of a divergence in international trade? A gentlemen`s agreement is an informal pact between two parties, usually written orally or less frequently. It is essentially based on the assumption that both parties will respect the word given to their honour because, unlike a formal contract, it cannot be defended in court. Gentlemen agreements deserve a separate discourse and are generally not made up of a written document, but oral guarantees with a duty to speak, and any sanction consists only of the loss of credibility of the person who has committed. These promises are therefore non-binding and are generally used in narrow environments where non-compliance with their word is easily known to members of a small community (think of the stock exchanges of certain raw materials). However, even if agreements are made in writing under this title, it will be difficult to support its non-compulsory agreement by invoking the Gentlmen agreements. On the other hand, it cannot be ruled out that an oral agreement, demonstrated by testimony and other supporting factors, can, in all cases, justify proof of a contract, even if the assumption is remote, given the importance of the right of certificate in the field of commercial obligations. economic measures implemented in the internal market, and in particular in international markets, require flexible legal forms that can be adapted to different needs; In the case of operations that last over time, they must comply with the changing circumstances that may occur during the journey necessary to achieve the objectives set. The volume of business, its limitation throughout the system and the speed at which trade is carried out are today typical characteristics of trade. Flexibility and formability are necessary and essential conditions for the successful launch and development of agreements between the parties and for the definition of conditions that express the interests of the other.
And this inevitably takes on greater and decisive importance when it comes to blunting, composing or reconciling opposing interests that require a greater period, must be designed and defined, and structures free of rigid formalism to be managed in the most edifying way of their nature and purpose. In this sense, the instruments that operators receive from the tradition of contract law do not always meet these requirements, precisely because they oblige the parties to respect strict rules whose application prevents this speed and freedom, which belong to trade and, more generally, to the market.
