§ 5. Advance Payment
Article 337. The Definition of Advance Payment.
The Form of the Advance Payment Agreement
1. A sum of money which is issued by one of the parties to an agreement, at the expense of the payments, which are due by it in accordance with the agreement, to the other party and in order to secure the conclusion and the execution of the agreement, shall be recognised as an advance payment.
2. An advance payment agreement irrespective of the amount of the advance payment must be concluded in writing. This rule shall also apply in the case where the principal obligation must be notarised. The failure to comply with the written form shall entail invalidity of the advance payment agreement.
Article 338. The Consequences of the Termination and the Failure
to Execute an Obligation Secured with an Advance Payment
1. In terminating an obligation prior to the beginning of its execution, by agreement of the parties, or as a consequence of impossibility to execute it, which emerged without their guilt, the advance payment must be returned.
2. When the failure to execute an obligation is the responsibility of a party which issued the advance payment, it shall remain with the other party, and if the party which received the advance payment is the guilty party, it shall be obliged to pay to the other party a double amount of the advance payment. Moreover, the party which is responsible for the failure to execute the obligation shall be obliged to compensate to the other party the losses, taking into account the amount of the advance payment, unless it is otherwise stipulated in the agreement.
Chapter 19. Replacing Persons in An Obligation
Article 339. The Bases and the Procedure for the Conveyance of the
Rights of the Creditor to Any Other Person
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. Any right (claim) which belongs to the creditor on the basis of an obligation may be transferred by him to another person in a transaction (assignment of the claim) or transferred to any other person on the basis of a legislative act.
The rules for the conveyance of creditors rights to any other persons shall not apply to regress claims.
2. For the conveyance to any other person of the rights of a creditor, the consent of the debtor shall not be required, unless it is otherwise stipulated in legislative acts or the agreement.
3. If a debtor is not notified in writing of the conveyance of the creditor's rights to another person, which took place, the new creditor shall bear the risk of negative consequences for him caused by that. In that case, the execution of the obligation to the initial creditor shall be recognised as the execution to the proper creditor.
4. Special considerations in the re-assignment of the right to claim under certain types of obligations may be established by legislative acts.
Article 340. The Rights Which May Not be Transferred to Any Other
Persons
Transfer of the rights to another person, which are inseparably associated with the person of a creditor, in particular, the claims of alimony and of compensation of damage caused to life or health, shall not be permitted.
Article 341. The Volume of the Rights of the Creditor Which are
Transferred to Another Person
amended by (11) Law No. 154 of 11th July 1997 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to Certain Legislative Acts of the Republic of Kazakhstan Concerning Issues of Banking Activity.
Unless it is otherwise stipulated in legislative or the agreement, the right of the initial creditor shall be transferred to the new creditor in the same volume and on the same terms which existed at the moment of the conveyance of the right. In particular, the rights shall be conveyed to the new creditor, which secure the execution of the obligation, and also any other rights which are related to the right to claim, including the right to remuneration (interest) not received.
Article 342. Proofs of the Rights of a New Creditor
1. A debtor shall have the right not to execute obligations to the new creditor until he is presented with the proofs of the transfer of the claim to that person.
2. A creditor who assigned a claim to any other person shall be obliged to transfer to him the documents which certify the right to that claim and to communicate the information which has significance for the exercise of the claim.
Article 343. Objections of the Debtor Against the Claims
of a New Creditor
A debtor shall have the right to put forward against the claims of the new creditor, the objections which he had against the initial creditor prior to the moment of receipt of the notice of conveyance of the rights associated with the obligation to the new creditor.
Article 344. The Transfer of the Rights of a Creditor to Another
Person on the Basis of Legislative Acts
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
The rights of a creditor under an obligation shall be transferred to another person on the basis of legislative acts, and when the circumstances take place which are indicated follows:
1) as a result of the universal legal successorship in the rights of the creditor;
2) upon decision of the court on the transfer of the rights of the creditor to another person where the possibility of such transfer is stipulated in legislative acts;
3) consequential to execution of an obligation by its guarantor, surety or pledger, who is not a debtor, with regard to that obligation;
4) in the subrogation to the insurer of the rights of the creditor to the debtor who is guilty for the occurrence of the insurable event.
5) in other cases stipulated in legislative acts.
Article 345. The Terms for Assignment of a Claim
1. Assignment of a claim by a creditor to another person shall be allowed, unless it contradicts legislation or the agreement.
2. It shall not be allowed to assign claims under an obligation in which the person of the creditor is important for the debtor, without the approval of the debtor.
Article 346. The Form of Assignment of a Claim
1. Assignment of a claim which is based on a transaction committed in a written (simple or notarised) form, must be committed in appropriate written form.
2. The assignment of a claim associated with a transaction which requires the state registration, must be registered in accordance with the procedure stipulated for the registration of that transaction.
3. The assignment of a claim associated with an order security shall be committed by way of a note on that security (paragraph 3 of Article 132 of this Code).
Article 347. The Responsibility of a Creditor
Who Assigned a Claim
The initial creditor who assigned a claim shall be liable to the new creditor for the invalidity of the claim transferred to him, but he shall not be liable for the non-execution of that claim by the debtor, except for the case where the initial creditor assumed upon himself the suretiship of the debtor before the new creditor.
Article 348. Transfer of a Debt
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. The transfer by a debtor of his debt to another person shall be allowed only with the consent of the creditor.
2. A new debtor shall have the right to make objections against the claims of the creditor, which are based on the relations between the creditor and the initial debtor.
3. The rules which are contained in paragraphs 1 and 2 of Article 346 of this Code shall accordingly apply to the form of the transfer of the debt.
4. Special considerations in the transfer of debts under certain types of obligations may be established by legislative acts.
Chapter 20. The Liability for Violation of Obligations
Article 349. The Definition of Violation of Obligations
1. The failure to execute or execution in an improper manner (untimely, with shortage of goods and work, with violating any other conditions determined in the contents of the obligation), - improper execution, shall be understood to be a violation of the obligations. In the event that the impossibility of proper execution arises, the debtor shall be obliged to immediately notify the creditor thereof.
2. The holding of the debtor responsible for the violation of an obligation shall be carried out upon the claim of the creditor.
Article 350. Compensation of Losses, Which are Caused by the
Violation of an Obligation
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. A debtor who violated an obligation shall be obliged to compensate the creditor for any losses caused by the violation (paragraph 4 of Article 9 of this Code). Compensation of losses for obligations which are secured with a forfeit shall be determined by the rules which are stipulated in Article 351 of this Code.
2. An agreement of the parties which is adopted prior to the violation of the obligation, concerning the exemption of the debtor from compensation of losses which are caused by the violation, shall be invalid, however, the parties by mutual agreement may provide for exacting only the actual damage to property.
3. Unless it is otherwise stipulated in legislation or agreement, when determining losses, the prices shall be taken into account which existed in that place where the obligation should have been executed, on the date of a voluntary satisfaction by the debtor of the claim of the creditor, and if the claim was not satisfied voluntarily,- on the date of the filing of the action. On the basis of the circumstances, the court may satisfy the claim to compensate the losses, taking into account the prices which existed on the date of passing the decision, or on the date of the actual payment.
4. When determining the amount of lost profits, the measures shall be taken into account which are adopted by the creditor for its receipt and the preparations made for that purpose.
5. A creditor shall have the right to require the recognition as invalid of any acts of the debtor, as well as the owner of his property, provided he proves that it was performed for the purpose of evading the liability for the violation of an obligation.
Article 351. Losses and Damages
1. When a forfeit is established for a failure to execute, or for improper execution of an obligation, then the losses shall be compensated for the part which is not covered by the damages. Legislation or the agreement may stipulate the cases: where it is permitted to claim only damages but not losses; where losses may be levied in full amount in addition to damages; and where at the discretion of the creditor either damages or losses may be claimed.
2. In the cases where for failure to execute or improper execution of an obligation a limited liability is established, the losses which are subject to compensation in the part which is not covered by the damages, or in addition to it or instead of it, may be claimed up to the limits established by such limitation.
Article 352. Compensation of Moral Losses Inflicted by Violation
of an Obligation
Moral losses caused by violation of an obligation shall be compensated in addition of the losses stipulated in Article 350 of this Code.
Article 353. The Liability for Unlawful Use of Somebody Else's
Funds
replaced by (11) Law No. 154 of 11th July 1997 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to Certain Legislative Acts of the Republic of Kazakhstan Concerning Issues of Banking Activity.
1. Damages shall be paid for an unlawful use of somebody else's funds as a result failure to execute of a monetary obligation or a delay in their payment, or their undeserved receipt or saving at the expense of any other entity. Amounts of damages shall be assessed on the basis of the official rate of refinancing of the National Bank of the Republic of Kazakhstan as at the date of the execution of the monetary obligation or its relevant part. When exacting debts in a judicial procedure, the court may satisfy claims of the creditor on the basis of the official rate of refinancing of the National Bank of the Republic of Kazakhstan as at the date of filing the action or at the date of passing a decision, or as at the date of actual payment. These rules shall apply where the new amount of damages is not established by legislative acts or an agreement.
2. Damages for using somebody else's funds shall be assessed including the date of the payment of those funds to the creditor, unless legislation or agreement provide other procedure for the assessment of damages.
3. When losses inflicted upon a creditor by unlawful use of his funds exceed the amount of damages owing to him on the basis of paragraph 1 of this Article, he shall have the right to claim from the debtor the reimbursement of the losses inasmuch as they exceed that amount.
Article 354. The Liability and Execution of an Obligation In Kind
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. Payment of damages and compensation of losses in the cases of improper execution of an obligation, shall not exempt the debtor from the execution of the obligation, unless it is otherwise stipulated in legislative act or agreement.
2. Compensation of losses in case of failure to execute an obligation and payment of damages for failure to execute it shall exempt the debtor from the execution of the obligation in kind, unless it is otherwise stipulated in legislative or the agreement.
3. The refusal of a creditor to accept execution, which as a result of a delay lost interest for him (Article 365 of this Code), and also payment of a monetary sum which is established as smart money (Article 369 of this Code) shall release the debtor from the execution of the obligation in kind.
Article 355. The Consequences of Non-Execution of an Obligation to
Transfer an Individually Defined Item
1. In the case of failure to execute the obligation to transfer an individually defined item into ownership, business authority or operational management or for the use to the creditor, the latter shall have the right to claim the confiscation of that item from the debtor and its transfer to the creditor, except for the cases where a third party has a priority right to that item.
2. The transfer of the item shall not exempt the debtor from the compensation of losses.
Article 356. Execution of an Obligation at the Expense of the
Debtor
In the case of failure by the debtor to execute an obligation to manufacture and transfer an item to the creditor, or to perform for him certain work or render a service, the creditor shall have the right within a reasonable period to delegate the execution of the obligation to third parties for a reasonable price or to execute it himself, unless it otherwise ensues from legislation, agreement or the essence of the obligation, and to claim from the debtor compensation for the necessary expenses and any other losses incurred.
Article 357. Several Liability
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. Prior to the presentation of a claim to the person who in accordance with legislation or conditions of an obligation bears a liability in addition to the liability of another person who is the principal debtor (several liability), the creditor must present the claim to the principal debtor.
When the principal debtor refuses to satisfy or fails to execute fully the claim of the creditor, or the creditor has not received from him within a reasonable period the response to the claim presented, that claim, inasmuch of it as has not been executed) may not be presented to the person who bears the several liability.
2. A creditor shall not have the right to claim satisfaction of his claim to the principal debtor from the person who bears several liability where such a claim may be satisfied by way of offseting a counter claim to the principal debtor (Article 370 of this Code)
3. A person who bears several liability must, prior to the satisfaction of the claim which is presented to him by the creditor, notify the principal debtor accordingly, and if a claim is filed against such person, to bring the principal debtor into participation in the case.
If contrary is the case, the principal debtor shall have the right to issue against the regress claim of the person who is liable severally, the objections which he had against the creditor.
Article 358. Limiting the Amount of Liability in Obligations
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. In certain types of obligations and in obligations which are associated with certain types of activities, legislative acts may limit the right to full compensation of losses (limited liability).
2. An agreement to limit the amount of liability of a debtor, in an agreement of adherence or in another agreement in which the creditor is a citizen who acts as a consumer, shall be invalid if the amount of liability for that type of obligations or for that violation is established in legislation.
Article 359. The Bases of Responsibility for Violating Obligations
1. A debtor shall be responsible for failure to execute and (or) improper execution of an obligation if guilt exists, unless it is otherwise stipulated in legislation or agreement. A debtor shall be recognised as innocent, if he proves that he adopted all the remedies under his control for a proper execution of the obligation.
2. A person who failed to execute or improperly executed an obligation when carrying out entrepreneurial activities, shall bear the financial liability, unless he proves that proper execution turned out to be impossible as a result of force majeur, that is extraordinary and unpreventable under given circumstances (natural calamities, military actions, etc.). In particular, lack in the market place of the goods, work or services which are required for the execution, shall not be referred to as such circumstances.
Legislation or the agreement may provide for other bases for liability or release therefrom.
3. An agreement concluded previously for the elimination or limitation of liability for deliberate violation of an obligation shall be invalid.
Article 360. Entrepreneurial Risk in an Obligation
When an obligation envisages the execution of certain work in accordance with the order of an entrepreneur, the risk of impossibility or non-expedience to use the results of the work, shall rest with the entrepreneur. A person who properly executed a work, shall have the right to receive the payment in proportion to the degree of the execution, except for the cases where the agreement provides for other distribution of the entrepreneurial risk.
Article 361. Consequences of the Impossibility to Execute a
Bilateral Agreement
When in a bilateral agreement it became impossible for one party to execute, as a result of a circumstance for which neither of the parties is responsible, then neither of the parties shall have the right to claim the execution of the agreement, unless the legislative act or agreement stipulates otherwise. Either of the parties shall have the right to claim in that case the return of everything that it executed without receiving any appropriate counter execution.
Article 362. The Liability of a Debtor for his Workers
Actions of the officials or any other workers of the debtor associated with the execution of his obligations shall be deemed to be actions of the debtor. The debtor shall be liable for those actions if they entailed non-execution or improper execution of an obligation.
Article 363. The Liability of a Debtor for Actions of Third
Parties
1. A debtor shall bear liability to the creditor also in the cases where a violation of an obligation was caused by were the actions or by the failure to act in accordance with the obligations to the debtor by third parties.
The debtor shall bear the responsibility also for the actions or failure to act by third parties to whom the debtor entrusted the execution of his obligation to the creditor, unless legislation establishes, that the responsibility shall be borne by the direct executor.
2. A debtor may be exempt from liability for violation of an obligation caused by the actions or failure to act by third parties, having proven their innocence.
When carrying out entrepreneurial activities, a debtor may be released from responsibility for a violation caused by the action or failure to act by third parties, provided that was caused by force majeur (paragraph 2 of Article 359 of this Code).
3. In the case of violation of an obligation which is associated with the encumbrance of the item in the obligation by the rights of third parties, the debtor shall be exempt from liability only in the case if such encumbrance arose prior to the conclusion of the agreement with the creditor and the latter was warned of them when the agreement was caused.
4. Legislation or agreement may stipulate any other conditions for the liability of a debtor for the actions of third parties.
Article 364. Creditor's Fault
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. When a failure to execute or improper execution of an obligation took place because of the fault of both parties, the court shall accordingly reduce the amount of the liability of the debtor. The court also shall reduce the amount of the liability of the debtor if the creditor deliberately or through negligence assisted in the increase of the amount of losses inflicted by the failure to execute or by improper execution, or did not adopt any reasonable measures to reduce them.
2. The rules of paragraph 1 of this Article shall appropriately apply also in the cases where a debtor by virtue of a legislative act or agreement bears the responsibility for non-execution or improper execution of the obligation irrespective of his guilt.
Article 365. Debtor's Delay
1. A debtor who delayed execution shall be responsible to the creditor for the losses inflicted by the delay and for the consequences of the impossibility to execute which emerged by accident during the time of the delay.
2. When as a result of a delay by the debtor, the execution has lost interest for the creditor, he may reject the acceptance of the execution and claim compensation of losses.
3. A debtor shall not be deemed to be delaying for as long as the obligation may not be executed as a result of the delay by the creditor (Article 366 of this Code).
Article 366. Creditor's Delay
amended by (11) Law No. 154 of 11th July 1997 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to Certain Legislative Acts of the Republic of Kazakhstan Concerning Issues of Banking Activity.
1. A creditor shall be deemed to be delaying if he refused to accept a proper execution, offered by the debtor, or has not committed any actions which are stipulated in legislation or agreement, or which ensue from traditions of business practice or from the essence of the obligation, prior to the commitment whereof the debtor could not execute his obligation.
A creditor shall be deemed to be delaying also in the case of his refusal to properly confirm the execution of obligations performed by the debtor.
2. A creditor's delay shall give to the debtor the right to compensation for the losses caused by the delay, unless the creditor proves that the delay took place due to the circumstances for which neither he himself, nor the persons to whom by virtue of legislation or of the creditor's instructions, the acceptance of the execution was entrusted, are not responsible.
All the unfavourable consequences of the occurrence during the delay of the accidental impossibility to execute the obligation shall be imposed upon the creditor who committed the delay.
3. In a monetary obligation, a debtor shall not be obliged to pay remuneration (interest) for the time of the delay by the creditor.
Chapter 21. Cessation of Obligations
Article 367. The Bases for the Cessation of Obligations
1. Obligations shall terminate entirely or in part by the execution, granting of smart money, offset, novation, or forgiving of debt, coincidence of the debtor and the creditor in one person, impossibility to execute, the issue of an act by a state body, demise of the citizen, liquidation of the legal entity.
2. The cessation of an obligation by claim of one of the parties shall be allowed only in the cases stipulated by legislation.
3. Legislation and agreement may stipulate any other bases for the cessation of obligations.
Article 368. Cessation of an Obligation by the Execution
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. Execution which is completed properly shall terminate the obligation.
Article 369. Smart Money
By agreement of the parties, an obligation may be terminated by offering instead of the execution of smart money (payment of money, transfer of assets etc.). The amount, the deadlines and the procedure for presenting the smart money shall be established by the parties.
Article 370. Cessation of an Obligation by Offset
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. An obligation shall be terminated fully or partially by offseting a similar claim, the deadline for which has arrived, or the deadline wherefor is not specified or is defined as time of the claim. An application of one party shall be sufficient for an offset.
2. Offset of claims shall not be allowed in the following cases:
1) when pursuant to the application of one party, a claim is subject to statute of limitations, and the term of the statute has expired;
2) claims associated with compensation for harm caused to life or health;
3) claims associated with exacting alimony;
4) claims of life-long support;
5) in other cases provided for by legislation or agreement.
3. In the case of the re-assignment of a claim, the debtor shall have the right to offset his counter-claim to the initial debtor against the claim of the new creditor.
Offset shall be carried out when a claim emerged on the basis which existed by the moment when the debtor received the notice of assignment of the claim, and the time for the claim arrived prior to its receipt, or this deadline is not indicated, or it is defined as whenever called.
Article 371. Cessation of an Obligation by the Coincidence of the
Debtor and Creditor in One Person
An obligation shall be terminated by the coincidence of the debtor and creditor in one person.
Article 372. Cessation of Obligations by Novation
as amended by (12) Law of No. 211 of 2nd March 1998 of the Republic of Kazakhstan. Concerning the Introduction of Amendments and Additions to the Civil Code of the Republic of Kazakhstan (General Part), and to the Decree of the Supreme Soviet of the Republic of Kazakhstan "Concerning the Implementation of the Civil Code of the Republic of Kazakhstan (General Part)".
1. An obligation shall be terminated by agreement of the parties to replace the initial obligation which existed between them, by any other obligation between the same persons, which provides for another item or method of execution (novation).
2. Novation shall not be allowed with regard to the obligations to compensate damage caused to life or health, and to pay alimony.
3. Novation shall terminate additional obligations related to the initial one, unless it is otherwise stipulated by agreement of the parties.
Article 373. Forgiving Debt
An obligation shall be terminated by the exemption of the debtor by his creditor from the obligations which rest with him, unless this violates the rights of any other persons with regard to the property of the creditor.
Article 374. Termination of Obligations by Impossibility to
Execute
1. An obligation shall be terminated by impossibility to execute it, provided it is caused by a circumstance for which the debtor is not responsible. This rule shall not apply to monetary obligations.
2. In the case where the impossibility of one party to execute an obligation is caused by a circumstance for which neither one nor the other party are responsible, it shall not have the right to claim from the other party the execution of the obligation, unless it is otherwise stipulated in legislation or the agreement. In that respect, either party which executed its obligation, shall have the right to claim the return of the executed.
3. In the case of the impossibility to execute an obligation by the debtor, which is caused by guilty actions of the creditor, the latter shall not have the right to claim the return of what is executed by him in the obligation.
Article 375. Termination of an Obligation on the Basis of the Act
of a State Body
1. When as a result of the issue of an act by state bodies, including local representative and executive bodies (a public act), the execution of an obligation becomes entirely or partially impossible, the obligation shall cease fully or in the relevant part. The parties which incurred losses as a result thereof, shall have the right to claim their compensation in accordance with this Code.
2. In the case of recognition in accordance with the established procedure of the public act as invalid, on the basis of which an obligation terminated, the obligation shall be re-established, unless it otherwise ensues from the agreement of the parties or from the essence of the obligation and where the execution thereof have not lost interest for the creditor.
Article 376. Termination of an Obligation
by Demise of the Citizen
1. An obligation shall terminate with demise of the citizen, unless the execution may be carried out without the personal participation of the debtor, or the obligation in any other manner is inseparably connected to the person of the debtor.
2. An obligation shall cease with demise of the creditor, where the execution is intended personally for the creditor or the obligation is in any other way inseparably associated with the person of the creditor.
Article 377. Termination of an Obligation by Liquidation of the
Legal Entity
1. An obligation shall be terminated by liquidation of the legal entity (debtor or creditor), except for the cases where legislation delegates the execution of the obligation of the liquidated legal entity to any other legal entity (in the obligations which arise as a result of causing harm to life and health etc.).
2. Termination of activities or reorganisation of the state bodies, including the local representative and executive bodies, shall not terminate the obligations in which such bodies are debtors. The execution of said obligations shall be entrusted to a body which manages the funds of the budget, unless it is otherwise stipulated by the resolution concerning the termination of activities or reorganisation of the relevant bodies.
SUBSECTION II. GENERAL PROVISIONS CONCERNING AGREEMENTS
Chapter 22. The Definition and Conditions of Agreements
Article 378. The Definition of Agreement
1. An arrangement of two or several persons concerning the establishment, amendment or cessation of civil rights and obligations shall be recognised as agreement.
2. The rules for bilateral and multilateral transactions as stipulated in Charter 4 of this Code, shall apply to agreements.
3. General provisions concerning agreements shall apply to agreements concluded by more than two parties (multilateral agreements), unless this contradicts the multilateral nature of such agreements.
Article 379. The Legal Relations Which Arise from Agreements
1. Obligatory, corporeal, copyright legal relations and other legal relations may arise from agreements.
2. The general provisions concerning obligations (Article 268 - 377 of this Code) shall apply to obligations arising from agreements, unless it is otherwise specified by the rules of this chapter and rules concerning specific types of agreements which are contained in this Code.
3. The provisions of this Chapter shall apply to corporeal, copyright or other legal relations which arise from agreements (agreements for joint activities, foundation agreement, copyright agreements and other), unless it otherwise ensues from legislation, agreement or the essence of the legal relation.
