Rules concerning the conclusion of contracts

Differences in the conclusion of contracts between entrepreneurs and consumers.

Pre-contractual information obligation

There is an inequality of information between an entrepreneur and a consumer. The legislator seeks to compensate for this disadvantage by setting extensive information obligations that the entrepreneur must fulfil towards the consumer. National legislation is based on European law.

For consumer contracts, the Civil Code explicitly stipulates what information the entrepreneur must provide to the consumer before the conclusion of a contract. This is mainly information about the person of the entrepreneur, the subject of the performance, and its price. There is also a range of special pre-contractual information determined for certain situations by the Civil Code or other laws (such as distance contracts, tours, and consumer loans).

The Civil Code further requires the entrepreneur to make all communications towards the consumer in a clear and comprehensible manner in the language in which the contract is concluded.

When contracts are concluded between entrepreneurs, the Civil Code does not stipulate any specific information obligations for the parties before the conclusion of a contract. Therefore, the general rule is that the parties should communicate to each other all the circumstances of which they know or must know, so that each party can verify the possibility of concluding a valid contract and that each party's interest in concluding the contract is clear. Whoever violates this obligation will have to compensate any damage.

Distance contracts and contracts concluded outside business premises

The consumer is provided with a high level of protection when concluding contracts at a distance (e.g. by telephone, on the Internet) and outside the business premises of the entrepreneur (e.g. doorstop selling, stall sales). The law stipulates special and extensive pre-contractual information obligations for contracts concluded in this way. Consumers have the right to withdraw from the contract within the statutory period without giving a reason.

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