When judging whether the agreed liquidated damages are too high and the extent of relief, the losses caused to creditors should generally be taken as the benchmark.
The following is a summary of the Supreme Court's judgment on "excessive liquidated damages"
Shanxi Huajin Textile Printing and Dyeing Co., Ltd., Shanghai Jin Hang Industrial Investment Co., Ltd., Dai Jun?
Case number: (20 15) Min Zhong Yi Zi No.72?
The cooperation agreement is the expression of the true meaning of both parties and does not violate the law. Judging from the contents of the cooperation agreement, it was Huajin Company that overestimated the expected profits of the project involved, which led to its promise of high profits to Dai Jun. As an independent market entity, Huajin Company should take risks for its own business judgment. Huajin Company claims that Dai Jun is not involved in the operation and taking risks, and is not a real partner, and should not calculate the liquidated damages according to the loss of available interests, which lacks legal and factual basis.
Huajin Company has obvious breach of contract and should compensate Dai Jun for the corresponding losses. As for whether the amount of liquidated damages is appropriate, the liquidated damages agreed by both parties in the cooperation agreement are 200 million yuan, that is, if Huajin Company breaches the contract, Dai Jun will lose 200 million yuan, which should be foreseeable by both parties. Now Dai Jun claims that the penalty of 60 million yuan is only 30% of the agreed penalty, which is obviously not too high. There is nothing wrong with the original judgment supporting Dai Jun's request.
Xinjiang liudaowan industrial co., ltd v Urumqi Yuan Bo auto repair co., ltd?
Case number: (20 13) mintizno. 145?
Whether the agreed amount of liquidated damages is too high should be based on the actual amount of losses. However, in this case, neither party provided any evidence to prove the actual loss caused by Liudaowan Company's overdue payment of RMB 6,543,800+0.5 million to Yuanbo Company. Therefore, this case cannot judge whether the liquidated damages are too high according to the difference between the actual losses and the liquidated damages. In this case, we can judge whether the liquidated damages are too high according to the principle of fairness, considering the agreement and performance of the contract, the degree of fault of the parties and the expected interests. ?
Neither party has submitted any evidence to prove the loss of overdue payment of RMB 6,543,800+RMB 5,000. Based on the comprehensive measurement of the whole case, we believe that the loss of overdue payment is the interest loss of the payee Yuan Bo Company. At the same time, taking into account the legislative intention of China's Contract Law that the liquidated damages can be adjusted when they are excessively higher or lower than the losses caused by breach of contract, it aims to make up for the losses and at the same time moderately reflect certain punitive effects. The calculated interest rate of the liquidated damages involved is determined according to the upper limit of the interest rate standard for overdue liquidated damages, that is, it will rise by 50%.
Puding New Town Real Estate Development Co., Ltd. v. Heilongjiang Construction Engineering Group Co., Ltd. and Puding New Town Hotel Co., Ltd.?
Case number: (20 16) the Supreme People's Court No.2006. 106?
According to the dispute settlement agreement, Xinzhen Housing Development Co., Ltd. should pay 20% of the total project price to Heilongjiang Construction Engineering Group as liquidated damages for its breach of contract. The agreement on the amount of liquidated damages in the agreement was reached under the auspices of the local government under the circumstances that the two sides had already had a big contradiction over the construction involved and caused work stoppage. The main purpose of the agreement is to prevent the two sides from breaking the contract again and intensify the contradictions between the two sides. The agreed conditions for the application of liquidated damages are fair and consistent for both parties, that is, any party who breaches the contract is applicable.
Moreover, when signing the dispute settlement agreement, both parties should have a reasonable expectation of the total project cost, and the amount of liquidated damages borne by either party for breach of contract should not exceed the scope that both parties should foresee when signing the agreement. Now the new town housing development company appeals that the amount of liquidated damages is obviously too high. On the one hand, it did not provide evidence to prove that the agreed amount of liquidated damages was significantly higher than the actual losses suffered by Heilongjiang Construction Engineering Group. On the other hand, it is obviously inconsistent with the purpose of high liquidated damages agreed by both parties when signing the above agreement. Therefore, the first-instance judgment ordered Xinzhen Fang Kai Company to pay liquidated damages of 12029897.6 yuan (601494,88.1.7 yuan× 20%) to Heilongjiang Construction Engineering Group, which was in line with the agreement of both parties. This appeal request of Xinzhen Fang Kai Company is not supported by our court.
Wu, Li Yaosheng, Liang Xinye, Song, Wang Zhaoyuan?
Case number: (20 16) the Supreme People's Court No.2006. 106?
Judging from the performance of the contract by the transferee in this case, after all, 36 million yuan has been paid to the transferor, leaving only the balance of 6,543,809 yuan unpaid. According to the first paragraph of Article 29 of the Interpretation of the Supreme People's Court on Several Issues (II), "If the parties claim that the agreed liquidated damages are too high and request an appropriate reduction, the people's court shall comprehensively consider the actual losses, the performance of the contract, the degree of fault of the parties and the expected interests, and make a ruling according to the principles of fairness, honesty and credit", and consider whether the liquidated damages are too high according to the remaining amount unpaid by the transferee.
The two parties agreed to pay liquidated damages at 30% of the total price, which obviously belongs to the situation that the losses caused by the agreed liquidated damages are too high. According to Article 114 of the Contract Law and Articles 27 and 29 of the aforementioned judicial interpretation, the liquidated damages are adjusted to 30% of190,000 yuan, that is, 5.7 million yuan, based on the unpaid equity transfer amount of the transferee. In the case that the transferee has paid about two-thirds of the transfer money, the first-instance judgment ordered the transferee to pay a penalty of up to16.5 million yuan according to 30% of the total price, which was unfair and should be corrected. ?
(1) Jiamusi huinong grain professional cooperative v. Cao Xian Gu Feng grain purchase and sale co., ltd?
Case number: (20 16) the Supreme People's Court No.2006. 106?
As to whether the liquidated damages should be adjusted, in view of the fact that Huinong Cooperative refused to pay the payment during the performance of the contract, which caused great losses to Gu Feng Company, and Huinong Cooperative did not submit any evidence to prove that the liquidated damages agreed by both parties were excessively higher than the actual economic losses of Gu Feng Company. Therefore, our court will not adjust the amount of liquidated damages borne by Huinong Cooperative confirmed in the original judgment.
(2) Chongqing Huaxing Industrial Co., Ltd. and Jisheng Trading Co., Ltd. joint venture, cooperative development of real estate contract dispute case?
Case number: (20 14) Min Si Zhong Zi No.9?
Jisheng Company has not provided sufficient evidence to prove that the agreed compensation amount and liquidated damages standards are too high, and has not clearly put forward the adjustment standards, so our hospital does not support its request to reduce the relevant amount.
(3) Xiamen Huacheng Group Co., Ltd. and Minneng Real Estate Group Co., Ltd. v. Shenzhen Changfuyuan Real Estate Development Co., Ltd., Shenzhen Jierong Industrial Co., Ltd. and Xiamen Hui Di Investment Co., Ltd.?
Case number: (20 14) Min Zhong Er ZiNo. 126?
Item (2) of Article 7 "Liability for Breach of Contract" of the Cooperation Agreement stipulates: "If Party B fails to pay off 39.92% of the equity transfer payment before May 3, 20 12, Party A has the right to terminate this Agreement immediately and demand Party B and its designated company to return the equity and pay 20% of the total equity transfer as liquidated damages." As Huacheng Company failed to pay the equity transfer payment as agreed in the contract, which constituted a breach of contract, the court of first instance ruled that Huacheng Company did not violate the true wishes of both parties by paying the liquidated damages as agreed in the contract.
Huacheng Company claimed that the liquidated damages supported by the court of first instance were too high, but it did not provide evidence to prove that the losses caused by its breach of contract to Changfuyuan Company, Junrong Company and Hui Di Company were less than the liquidated damages agreed by both parties. Therefore, Huacheng Company's demand for reducing liquidated damages lacks basis, and our hospital will not support it. ?
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