1. Does the gambling agreement between individuals have legal effect?
The exact name of the gambling agreement should be "valuation adjustment mechanism", that is, investors restrict the investment conditions according to the actual operating conditions of the enterprise, and decide the investment and its consideration according to the actual operating performance of the enterprise when the future operating benefits of the enterprise are uncertain. On the one hand, the appearance of gambling agreement provides a guarantee for the investment safety of private equity funds as investors, on the other hand, it plays a full incentive role for the operators of target companies.
Classification of gambling agreements:
1, according to the different gambling subjects, it can be divided into: gambling between investors and major shareholders of target enterprises, and gambling between actual controllers and investors and target enterprises.
2. According to different investment methods, it can be divided into betting based on capital increase and betting based on equity transfer.
3. According to the different gambling objects, it can be divided into: gambling performance, gambling listing and other gambling.
4. According to the different gambling chips, it can be divided into cash gambling (cash compensation), equity gambling (equity repurchase or transfer) and other gambling. That is, the loss-making party transfers a certain percentage of the equity to the other party or repurchases all the equity of the investor for free or at a very low price, and the repurchase consideration is often the sum of the principal invested by the investor and some form of fixed income (interest).
Second, according to the Civil Code
Article 469 The parties may conclude a contract in writing, orally or in other forms. Written form refers to contracts, letters, telegrams, telexes, faxes and other forms that can tangibly express the contents contained. A data message that can tangibly express its content through electronic data interchange, e-mail, etc. , and can be retrieved at any time, are considered in writing.
Article 470 The contents of a contract shall be agreed upon by the parties, and generally include the following clauses:
(1) The name and domicile of the party concerned;
(2) Subject matter;
(3) quantity;
(4) quality;
(5) Price or remuneration;
(6) Time limit, place and method of performance;
(7) Liability for breach of contract;
(8) Methods for resolving disputes. The parties may conclude a contract by referring to the model texts of various contracts.
Article 471 The parties may conclude a contract by offer, acceptance or other means.
Article 472 An offer is an expression of intention to conclude a contract with another person and shall meet the following conditions:
Specific content;
(2) The offeror is bound by the expression of will by indicating that he has accepted the offer.
Article 500 In the process of concluding a contract, a party shall be liable for compensation if it has caused losses to the other party under any of the following circumstances:
(1) Concluding a contract under the guise of malicious negotiation;
(2) Deliberately concealing important facts related to the conclusion of a contract or providing false information;
(three) there are other acts that violate the principle of good faith.
It is complicated to deal with the related disputes during the performance of the gambling agreement. Therefore, when both parties sign the gambling agreement, it is suggested to entrust a professional lawyer to handle it, so as to prevent related risks or protect their legitimate rights and interests to the maximum extent.