Русско-англо-русский юридический словарь

In contract law, we can sort the rules into two sorts, "default rules" and "mandatory rules."

Here's an example. The Uniform Commercial Code (or UCC, the codified law of contract that applies to contracts between businesses as a matter of state law in the United States) creates a duty to act in good faith--this is a mandatory rule, because this duty cannot be disclaimed by a contractual provision. The UCC also includes an implied "warranty of merchantability," that attaches to contracts, but can be waived by agreement--this is a default rule.

Grasping this distinction is important for at least two reasons. First, unless you know whether a given rule of contract law is a default rule or a mandatory rule, you don't really know the law. And it isn't always clear whether a given rule is one or the other: the usual tipoff is language like, "unless the contract provides otherwise" or "absent an agreement to the contrary." (Legal Theory Lexicon 050: Default Rules and Completeness)

In contract law, we can sort the rules into two sorts, "default rules" and "mandatory rules."

Here's an example. The Uniform Commercial Code (or UCC, the codified law of contract that applies to contracts between businesses as a matter of state law in the United States) creates a duty to act in good faith--this is a mandatory rule, because this duty cannot be disclaimed by a contractual provision. The UCC also includes an implied "warranty of merchantability," that attaches to contracts, but can be waived by agreement--this is a default rule.

Grasping this distinction is important for at least two reasons. First, unless you know whether a given rule of contract law is a default rule or a mandatory rule, you don't really know the law. And it isn't always clear whether a given rule is one or the other: the usual tipoff is language like, "unless the contract provides otherwise" or "absent an agreement to the contrary." (Legal Theory Lexicon 050: Default Rules and Completeness)

In the absence of an express or fixed time established by the parties to an agreement or contract (especially one that falls under the purview of the Uniform Commercial Code [UCC]), any time which is not manifestly unreasonable under the circumstances. For example, if a contract does not fix a specific time for performance, the law will infer (and impose) a reasonable time for such performance. This is defined as that amount of time which is fairly necessary, conveniently, to do what the contract requires to be done, as soon as circumstances permit. The term "reasonable time" has other (related) applications: UCC 2-206(2) requires that acceptance of an offer be made within a "reasonable time" if no time is specified. (West's Encyclopedia of American Law, edition 2)

On this point, Article 82.1 of the Commercial Code does not require submission of a founding agreement. In contrast, Article 4 of the Law on Companies requires that both a Charter and a founding agreement be submitted. (Ukraine Company Laws and Regulations Handbook By Ibpus.com, International Business Publications, USA)