A signature of contracts is one of the constant elements in the day-to-day of service companies, and that has been increasing due to the facilities provided by the latest technological advances in contractual processes, which includes the Contract additive.
It is a fact that, as much as the best practices are employed in the preparation of these documents, eventually, it may be necessary to apply some changes or adaptations in their terms, in order to deal with new situations, strengthen ties between the parties and even avoid future complications.
For this purpose, there is the resource known as contract amendment. Evidently, a good manager must use this tool properly.
That's why we at ZapSign have prepared this special content on the subject. As you read this article, you will be able to clear up all your doubts regarding the topic and learn more about this way of improving your contractual management.
What is a contract addendum?
First, it is necessary to explain what this type of document. A contract amendment, also known as an amendment term, is nothing more than a procedure aimed at amending, supplementing or correcting one or more terms of a contract that has already been entered into and signed previously.
The contract addendum feature can be used, for example, to extend the validity period of an agreement, change agreed values or modify the stipulated objects.
It doesn't matter if we are talking about an employment contract; public administration; leasing; financing🇧🇷 buy and sell; rental of goods; or any other - all sorts of types of contractual documents are subject to the inclusion of additive terms.
It is, therefore, an instrument of vital importance in terms of documenting relationships and guaranteeing the legal certainty in entering into legal agreements.
It is important to emphasize that, once established, the contract amendment has as much value as the original contract, precisely because it is a complement to the initial document. Therefore, from the implementation of the additive term, both will always need to be read together.
How the use of contract amendment is regulated by law
There are some common doubts regarding the regulation of the contract amendment. This is precisely because it is a complementary aspect to the initial agreement.
In Brazil, legal rules on contracts are clearly specified in the Civil Code of 2002 of Brazilian legislation. According to what is described therein, the parties are free to establish the terms of the agreement, as long as the limits of legality and good faith are respected.
Once the contract is signed, the parties involved undertake to comply with all the conditions described therein. However, cases in which certain modifications may be necessary are not rare.
To understand how, in practice, these changes work, it is necessary to keep in mind that, in private law, there must be a consensus between the parties involved on the implementation of any and all changes or additions to the terms of the contract entered into. Especially if it is not possible, under any circumstances, to make any kind of unilateral change.
However, when we are talking about administrative contracts, the situation changes: the alteration of clauses or termination of relationships at the will of the Public Administration is allowed without the agreement of the contracted party.
The whole issue is detailed in art. 65 of Law 8.666/93, also known as the Bidding Law, which defines that the amendment may be accepted in cases of:
- there is a modification of the project or contract specifications;
- parties agree on some details of the contract;
- when changes in the value of the contract are necessary;
- need to change the payment method.
It is also worth remembering that, although the principle of contractual freedom is provided for in private law, this does not mean that the parties involved can simply establish a certain contract amendment in a totally unrestricted way.
There are some basic principles that work as requirements for the conclusion of any and all contracts. Therefore, it cannot be forgotten that, for the contractual amendment to be prepared, it is important that the contract:
- be developed by a capable agent;
- presents a determinate or determinable object;
- show a legal and possible object;
- be done in a way that is described in the law or that, at least, is not prohibited in the legal system.
Last but not least, it must be made clear that, once terminated, a contract cannot be amended. In this case, it will be necessary to prepare and sign a new document.
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How to make a contract amendment and what are the points of attention
The points highlighted above are basic understandings of the concept of contract amendment and its legal aspects.
However, employing the practice of addition efficiently calls for a good management of your contractual data, in order to ensure that your company information is always organized, updated and accessible.
To obtain this level of excellence in the management of your contracts and their respective amendments, it is necessary to pay special attention to a few points:
1) Know the current laws on contract amendment
This first point is not only very important, but essential, since, since failure to comply with certain legal precepts when establishing its additive terms may not only invalidate the tool, but also cause greater inconvenience to both you and your company, as for the other part.
Therefore, always carefully evaluate the validity of the term being added to the original contract.
2) Be very careful with deadlines
The amendment process must be initiated in a timely manner, as, after the expiration of the term of a contract, it is no longer possible to introduce amendments to it.
Manage your contracts as thoroughly as possible to ensure that deadlines are not missed and to ensure that you don't have to redo entire contracts all over again - which will certainly cause the parties involved to waste time (and often times, that the relationship between them is damaged).
3) Get the support of your company's legal department
Having a good team of legal advice is an essential factor in ensuring that the form and content of your company documents comply with the terms of the law.
Ensure that your legal sector has professionals who work well together and who also maintain good communication with the management sector: here lies the key to a organized work, secure and transparent.
4) Full attention to the data provided
Your document must contain the complete data of all those involved in the celebration of the appropriate legal agreements, whether individuals or legal entities.
Once any of this information is missing, the contract will have no validity in the eyes of the law. Likewise, in the content of this type of document, both the numbers of the amended clauses and those of the others that will remain untouched must always be indicated.
5) There is no need for a contract amendment in case of simple modifications
There are many less complex changes that can be audited and enforced through a simple handout. Remember that, in such cases, it is not necessary to make an amendment to the contract.
For this reason, it is important to always keep an eye on the validity of the application for contractual addition. Thus, you save yourself and everyone involved from any unnecessary bureaucracy.
6) Publication in the Official Gazette
Another important detail to note: for some companies, it is necessary to publish the contract amendment in the Official Gazette (Union or State, depending on the case).
7) Use a good management system
Last but not least, we recommend investing in a good Management system services. It is safe to say that such a tool is simply essential for the most diverse aspects of your work routine - and it could not be different in relation to managing documents.
The use of this type of resource ensures that the entire process involving your additive terms is automated, providing efficiency and security to your contractual practices, reducing exhaustive manual practices and giving you more free time so that you and your team can deal with the other tasks of the day to day of the company.
By strictly following our tips, it is certain that you will not find any difficulty in managing your contract amendments.
And, to make your work even easier, we at Zap Sign have a powerful electronic signature platform of documents. Through this tool, it is possible to manage contracts and amendments in an efficient, practical and safe way.
We invite you to get to know our platform better by clicking here!
