What contracts do you enter into without knowing?

When you are in front of the cash register in a store or at the barrier of a public parking lot, remember that you are about to enter into a contract. When you click to accept the terms and conditions of the website where you are reading the news, you have entered into another one. In the multitude of daily transactions and interactions, there are hidden multiple contracts that we enter into daily, often without knowing.

What contract did I agree to?

Our lives are entwined with contractual commitments that influence our interactions with the surrounding world at every step we take, and they all come with rights and obligations.

We are bound by contractual commitments that shape the course of our relationships with the world around us at every step we take, and they all come with rights and obligations. Let's discover what contracts you have recently entered into.

Here are some questions for you:

What contracts do you enter when going shopping?

How many products do you buy monthly from the supermarket or online stores? You enter into just as many sales contracts with various suppliers.

When people hear “sale-purchase agreement”, they usually think of apartments or cars. It's normal because we see these sales contracts: they are written, documented agreements signed by both parties, or even notarized when the law requires it.

In reality, whenever the ownership of a good is transferred from one person to another in exchange for a price, we are dealing with a sale-purchase contract. Or at least a species of it, because in different fields, contracts derived from the sale-purchase agreement have acquired their own names over time.

But first, let's understand what we are buying. According to civil law, there are generic goods and individually determined goods. Generic goods are those characterized by the properties of the category they belong to and require a specific operation for their individualization, such as measurement or weighing. These include goods like food, fuel, tools, mass-produced clothing, etc. Individually determined goods are those goods which, according to their nature or the will expressed by the parties to the contract, are individualized by their own specific characteristics. An individually determined good cannot be confused with another good – for example, an apartment at a specific address.

In most cases, we buy generic goods that we choose from a larger offer. For their purchase, various species of the sales contract are concluded, such as:

Sale by weight, number, or measure. It is the most popular contract in farmers’ markets: when you buy fruits or vegetables, you are entering this type of contract. The goods forming the subject of the sale are individualized by a specific operation, such as weighing. Before this operation takes place, ownership does not transfer.

Bulk sale: Bulk sale is characterized by the fact that goods (usually generic goods) are sold together in a determined quantity, in bulk. The price is set globally, not per unit of measure. This may be the case in stock sales where all remaining products are sold for a single price.

Sale on trial: It is a sales contract in which the buyer tests the properties of the goods before consenting to the conclusion of the contract. Similar to when you take a new car for a test drive.

However, in a trial sale, the purpose of the test is to determine if the product corresponds to the characteristics it should normally have, not to give the buyer time to decide if they like the product or not. In other words, the buyer's final decision must be justified by objective findings regarding the characteristics of the goods and not subjective drives.

This contract enables trial mechanisms like the “free trials period” where the customer can check if the product has the qualities promised by the supplier. Did you just remember that you have one expiring soon?

What contracts do you enter when you park your car in public or paid parking lots?

The parking ticket may represent your agreement to conclude a storage contract or even a lease agreement.

The storage contract is an agreement involving the storage and preservation of movable goods or valuables by the depository for the depositor, with or without payment in return. The depositor has the right to recover the respective goods or valuables at the agreed-upon time or on demand. The storage contract is gratuitous (without payment) if the depository provides this service without a professional character.

When the storage contract is free, the depository is not liable for the security of the entrusted goods, except when negligence can be proven, which is determined based on the care put forward to preserve their own goods. When it is paid, the depository has the obligation to keep and protect the stored goods or valuables in safe conditions.

The depository does not have the right to use the deposited goods without the express or presumed consent of the depositor. Nor do they have the right to entrust the goods for storage to another person, except in objective circumstances that must be justified.

Moreover, the depository may be liable for damages to the goods during the validity of the storage (for example, for damage to the vehicle) or even criminally liable if it refuses restitution upon request (for example, for the offense of abuse of right).

What contracts do you enter when you download applications on your smartphone or laptop?

Certainly, and chances are, you're already engaged in several software supply contracts, particularly Software as a Service (SaaS) agreements.

A SaaS supply contract is a legally binding agreement between a software service provider and a user. It outlines the terms and conditions governing access to and use of cloud-based software solutions. These contracts play a crucial role in delivering software services efficiently, typically through subscription models, making it easier for users to leverage powerful tools without the need for installation, maintenance, or on-premise infrastructure. SaaS agreements streamline access to technology, allowing businesses to focus on operations rather than technical management.

One of the key advantages of SaaS agreements is that providers often deliver automatic software updates, ensuring that customers always have access to the latest features and security enhancements without manual intervention. The software is usually hosted online and accessed via the internet, often leveraging cloud infrastructure. Payment structures are flexible and often subscription-based, varying according to the number of users or specific usage tiers, allowing businesses to scale their software needs efficiently as they grow.

SaaS supply contracts are highly versatile and can be used in various fields. Whether you are deploying accounting programs, internal management software, marketing automation tools, human resource platforms, e-learning services, or customer relationship management (CRM) systems, these agreements facilitate seamless access and consistent service delivery. The flexibility and scalability offered by SaaS solutions have made them essential in modern business environments, ensuring organizations remain agile and competitive.

Do you have a connection to internet or voice calls?

We all use such connections, and we have all entered into adhesion contracts. An adhesion contract is that in which the essential clauses are imposed or drafted by one of the parties, or as a result of their instructions, while the other party has the only option to accept them as they are.

The adhesion contract is not, in itself, a species of contract – such as a sales contract, lease, or loan – but rather defines the situation in which a contract is imposed instead of negotiated between both parties. In the situation we are talking about, the contract with Orange or Vodafone is a service contract, but since customers only have the option to accept or refuse it, not to change it, we call it “adhesion contract”.

Most of the common services we use are based on an adhesion contracts.

In general, adhesion contracts result from visible inequalities:

• economic inequality of the parties - multinational worth billions versus individuals,

• predominant or monopolistic position of one party in a market - how many telecommunications operators are in Romania? Only a few. Either you choose one of them, or you go back to... mail or carrier pigeons,

• technical or economic superiority on a specific subject. The technical mechanisms behind these adhesion contracts are generally specific, which an ordinary person, without three degrees and masters in that particular field, cannot understand.

Don't get us wrong – such contracts are extremely useful for sustaining the economy. It would be impossible for a telecommunications, internet, and other mass service provider to negotiate each of the hundreds or thousands of contracts concluded daily. It is normal to use pre-established clauses.

What is not acceptable is abusive adhesion contracts. Currently, one of the most effective mechanisms for safeguarding customers who enter into adhesion contracts lies in consumer protection regulations and the annulment of abusive clauses. These regulations institute stringent rules regarding consumer information and contractual transparency, aiming to shield consumers from potential abuses by professionals through the signing of adhesion contracts.

Therefore, in instances where challenges arise with service providers, seeking professional consultation on consumer protection rights and available remedies is recommended for proactive action.

Do you purchase airline tickets?

Of course, you do, we all strive for vacations. However, headaches may occur from flight cancellations, delays, and other similar issues. In such instances, a clear understanding of the contracted terms would be beneficial for the client

Most likely, the contractual framework facilitating such transactions falls within the realms of intermediation or mandate contracts. Platforms providing airline tickets or vacation packages, such as Kiwi, Vola, or Skyscanner, often operate under one of these models.

The intermediation contract empowers an individual (the intermediary) to undertake the obligation of connecting the client with a third party for the purpose of executing a contract. The intermediary maintains independence from the parties finalizing the ultimate contract, and their responsibility differs from that of the third party concluding the contract. Typically, the intermediary levies a fee, often in the form of a commission calculated based on the transaction value, for their services.

Do you consent to terms and conditions?

The most pragmatic definition for terms and conditions is arguably this: a legal document read only by the person who drafted it.

It is understandable, given that we routinely accept terms, conditions, and regulations whenever engaging with an online store, a website of any nature, acquiring subscriptions, utilizing various service providers, purchasing goods, or participating in courses or training sessions.

Terms and conditions represent a set of rules established by an entity (usually the company or organization selling a product or service) to govern its relationship with users, clients, or other third parties.

Often, when accepting terms and conditions, we simultane ously undertake multiple contracts. For example, terms and conditions may encompass provisions specific to a service contract (when accepting services from a provider), a mandate contract (when granting someone the authority to act on one's behalf), or even a consultancy contract. The terms and conditions of an online store, for instance, are complex legal documents that may contain sales contracts for purchased goods, transportation contracts for delivery, loan agreements for installment payments, consent for processing personal data, as well as other provisions.

Certainly, there must be some other contracts you have entered into and may be challenging to categorize or are no longer useful for you. Check our practice areas to discover how we can help you understand better or even terminate them. Many contractual situations have efficient resolutions when approached judiciously.