In complex commercial transactions, particularly those involving multiple tiers of contracts such as supply chains, subcontracting, or project development, the concept of back-to-back clauses plays a crucial role. These clauses aim to ensure consistency and alignment between the primary (master) contract and downstream contracts by transferring obligations, rights, or liabilities from one party to another […]
In modern employment and commercial relationships, protecting legitimate business interests such as customer networks, confidential information, and human resources is essential. One of the mechanisms commonly used to prevent unfair competition is the non-solicitation clause, which restricts a party—usually an employee, former business partner, or agent—from enticing clients or employees away after the relationship ends. […]
Compensation for damages is a fundamental principle in civil law that ensures justice and fairness between individuals and organizations within the framework of legal relationships. This concept primarily arises from unlawful actions that cause harm to others and serves as a legal mechanism to restore the injured party to their original state, as far as […]
1. Legal Recognition of NDAs Non-disclosure agreements (NDAs) are widely accepted under Vietnamese law, though the term itself is not explicitly defined in legislation. Instead, NDAs are treated as civil contracts governed by the Civil Code 2015. Article 3 and Article 388 of the Civil Code affirm the freedom of contract principle, allowing parties to […]
1. Legal Recognition of Liquidated Damages in Vietnamese Law Liquidated damages refer to a sum of money that contracting parties agree to in advance, which one party must pay if they breach the contract. This concept, common in common law jurisdictions, is also recognized in Vietnam’s civil and commercial legal framework, albeit with certain limitations. […]