Understanding and complying with the conditions for a contract to be valid not only helps parties protect their rights but also contributes to stability and transparency in civil transactions. To avoid disputes and unnecessary legal risks, parties should carefully study, strictly comply with legal regulations, and thoroughly understand the subject, content, and form of the contract before entering into it.

In civil transactions, contracts play a crucial role in establishing and regulating the rights and obligations between the parties involved. However, not all contracts are legally valid. To be effective, a contract must satisfy certain conditions as stipulated by law. This article will analyze in detail the necessary conditions for a contract to be valid according to the legal regulations of Vietnam.

1. Conditions Regarding the Capacity of the Parties

One of the fundamental conditions for a contract to be valid is that the parties involved must have full legal capacity and civil capacity. Specifically:

• Legal Capacity: This refers to an individual's or an organization's ability to be recognized and protected by law to exercise civil rights and obligations. All individuals have legal capacity from birth until death, except in cases where it is restricted or revoked by law.

• Civil Capacity: This refers to an individual's ability to independently perform legal acts, establish, exercise, and terminate civil rights and obligations. Civil capacity can be restricted or lost entirely in cases such as minors, those declared as legally incapacitated due to illness, or those who have been declared legally incapacitated by a court.

For organizations and legal entities, legal capacity and civil capacity are determined from the time they are established until they are dissolved or cease to operate according to the provisions of the law.

2. Conditions Regarding Voluntariness

Voluntariness is a basic condition for a contract to be valid. This means that the parties must voluntarily agree, without being coerced, deceived, or threatened, when entering into a contract. If one party is coerced or deceived into signing a contract, that contract may be declared void.

The law also stipulates that if one party makes a serious mistake or misunderstanding about the content of the contract, they have the right to request the court to declare the contract void. For example, if a person buys a product under a misunderstanding about its features or quality due to misleading information from the seller, they can request to cancel the contract.

3. Conditions Regarding the Purpose and Content of the Contract

The purpose and content of the contract must not violate the prohibitions of the law and must not contravene social ethics. Specifically:

• Prohibited by Law: This refers to actions that are explicitly forbidden by law, such as the illegal sale of drugs, weapons, or transactions involving property prohibited from circulation.

• Contrary to Social Ethics: This refers to actions that violate the moral standards, customs, and practices recognized by society, such as contracts to commit violence or harm the rights of others.

If the contract has a purpose or content that violates the above prohibitions, it will be considered void.

4. Conditions Regarding the Form of the Contract

The form of the contract is also a crucial factor determining the validity of the contract. According to legal regulations, a contract can be expressed in the form of spoken words, writing, or specific actions.

However, for certain types of contracts, the law requires them to be made in writing, notarized, certified, or registered with the competent authority. For example:

• Real Estate Purchase Agreements: These must be made in writing, notarized or certified, and registered with the competent state agency.

• Land Mortgage Agreements: These must be made in writing, notarized, and registered as a secured transaction.

If the above contracts do not comply with the legal form requirements, they will not be legally valid.

5. Conditions Regarding the Object of the Contract

The object of the contract must be something that the parties have the right to dispose of and is not prohibited by law. For example:

• Sales Contracts: The object must be the property legally owned by the seller and not prohibited from sale, such as weapons, drugs, or rare wildlife.

• Labor Contracts: The work must not violate labor laws, such as the use of child labor or forced labor.

The object of the contract must be clear, not ambiguous or misleading, to ensure that the parties fully understand and fulfill their obligations under the contract.

6. Legal Consequences of Invalid Contracts

If a contract does not meet the conditions for validity, it will be considered void. When a contract is void, the following legal consequences may occur:

• The Parties Must Return What They Have Received: Assets, money, or values exchanged under the contract must be returned to their original state before the contract was signed.

• Compensation for Damages: If one party suffers damages due to the conclusion and performance of a void contract, the party causing the damage must compensate.

• Declared Void by the Court: A contract may be declared void by the court upon the request of one or both parties.