Legal Update Overview – Contracts
Prepared in collaboration with our interns:
- Marie Gava – Student at the University of Paris Ouest Nanterre La Défense
- Esther Leguil – Student at the University of Paris Panthéon-Assas
Clarification of the subcontractor’s rights and responsibilities in a business contract.
In a ruling dated January 18, 2024 (Cass. 3rd civ., Jan. 18, 2024, No. 22-20995), the Court of Cassation reaffirmed the role of the subcontractor and confirmed the primary contractor's responsibility towards the client for the subcontractor’s failures in executing the subcontracted services. Additionally, the Court clarified that this responsibility does not extend to the subcontractor’s failures towards its own subcontractors unless otherwise stipulated by contractual provisions.
Scanned signatures are not sufficient proof of consent to an obligation.
In a ruling on March 13, 2024 (Cass. Com, Mar. 13, 2024, No. 22-16.487), the Court of Cassation referred to Article 1367 of the Civil Code, noting that while scanned signatures are valid, they cannot be equated with electronic signatures, which benefit from a presumption of reliability under the article. A scanned signature does not allow for the identification of the signer with certainty and does not prove their consent to the obligations arising from the document (in this case, a unilateral promise to sell shares).
The role of the consent of the assignor in contract assignment.
In a ruling on April 24, 2024 (Cass. Com, Apr. 24, 2024, No. 22-15.958), the Commercial Chamber of the Court of Cassation clearly defined the role of the assignor’s consent in the assignment of a contract and the applicable sanction for the lack of such consent. According to the Court, under Article 1216, para. 1 of the Civil Code, the assignor’s consent for the contract assignment can be given without formalities, and its absence results in the assignment being unenforceable, not void.
