Spirit Of Our Agreement

The epistle of St. Paul to the Corinthians of the 1st century (especially 2 Corinthians 3,6) refers to the spirit and the letter of the law. Although not quoted directly, the principle is applied with the words “spirit” and “letter” related to the legalistic view of the Hebrew Bible. This is the first recorded use of the sentence. Too many people prepare for failure because they think the negotiation stops when the ink dries. However, even after the signing of the economic contract and the opinion on the underlying social contract, the parties should consider adapting the agreement to changing circumstances. And by continuing to invest in the ongoing social contract, those affected can help avoid costly misinterpretations and significantly increase the value of the economic contract, especially when they want to explore new opportunities or face unexpected challenges. It can be tempting to think of the social contract as un written and psychological and the economic contract as written and tangible. Nevertheless, the two can be linked productively, with elements of the economic treaty being directly linked to the social. Sometimes the way to organize such a form seems obvious: a discreet, project-oriented agreement should, for example, contain clean and viable exit and termination rules, linked to the understanding of both parties as to when their common goal is achieved (or has become impossible). On the other hand, if the central objective of an agreement is the continuous transfer of knowledge, negotiators could define in the economic treaty conditions that would advance in this objective. For example, when Wal-Mart and Procter & Gamble formed an alliance, members of the interface team signed confidentiality agreements preventing them from passing on information from team discussions to their own parent companies.

This solidified the group`s commitment to absolute discretion and unleashed more creativity, as members were able to try things out without fear of proprietary data being shared outside the Alliance team. Whatever the objective of the agreement, it will generally be much easier to achieve if economic and social treaties reinforce each other. Experienced traders are generally comfortable crafting the terms of an economic contract: they negotiate at the best price, negotiate fractional shares and repair detailed exit clauses. But these same experienced professionals often spend so much time drafting the letter of the agreement that they pay little attention to the social contract or the spirit of the agreement. Therefore, while the parties agree on paper on the same conditions, they may have very different expectations about how the agreement will work in practice. Without them coming to a real meeting of heads, the agreement they have signed can get upset. A recent case before the Supreme Court of Queensland confirmed the rule established in the Laurinda case. In Lien & Anor v Clontarf Residential Pty Ltd & Anor [2018] QSC 94, one of the issues at issue was whether the mis-construction of a joint venture agreement by one party constituted a rejection of the agreement.

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