Deposit in a contract in Vietnam

Deposit in a contract in Vietnam

1. What is a deposit in a contract in Vietnam?

Deposit means an act whereby one party (“the depositor”) transfers to another party (“the depositary”) a sum of money or precious metals, gemstones or other valuable things (“the deposited property”) for a period of time as security for the entering into or performance of a contract.

2. Rights and obligations of depositors and depositary in a contract in Vietnam

2.1. Rights and obligations of depositor in a contract in Vietnam

a) Request the depositary to stop exploiting, using or establishing civil transactions with respect to the deposited property; carry out the preservation and maintenance so that the deposited property does not lose value or decrease in value;
b) Exchange, replace the deposited property or bring the deposited property to participate in other civil transactions in the case agreed by the depositary;
c) Paying the depositary the reasonable expenses for preserving and preserving the deposited property.
The reasonable expenses specified at this point are the actual necessary and lawful expenditures at the time of payment which, under normal conditions, the depositary must pay to secure the deposited property has not been lost, destroyed or damaged;
d) Carry out the registration of property ownership or perform other obligations as prescribed by law so that the depositary can own the deposited property specified in Point b, Clause 2.2 below;
d) Other rights and obligations as agreed upon or prescribed by the Civil Code and other relevant laws.

2.1. Rights and obligations of depositary in a contract in Vietnam

a) Request the depositor to terminate the exchange, replacement or establishment of other civil transactions with respect to the deposited property without the consent of the depositary;
b) Possession of the deposited property in case the depositor violates the commitment on entering into and performing the contract;
c) Preserve and preserve the deposited property;
d) Failing to establish a civil transaction, exploit or use the deposited property without the consent of the depositor;
dd) Other rights and obligations as agreed upon or prescribed by the Civil Code and other relevant laws in Vietnam.

3. Legal consequences of breach of deposit contract in Vietnam

In case the contract is entered into or performed, the deposited property shall be returned to the depositor or deducted to fulfill the payment obligation; if the depositor refuses to enter into and perform the contract, the deposited property belongs to the depositary; if the depositary refuses to enter into and perform the contract, he/she must pay the depositor the deposited property and an amount equivalent to the value of the deposited property, unless otherwise agreed.

4. Is the deposit in Vietnam required to be notarized or authenticated?

Deposit in a contract in Vietnam is not required to be notarized or authenticated.

5. Types of deposit in a contract in Vietnam

Deposits can be mentioned in a contract or made into a separate deposit contract.

The source:
- Article 328 of Vietnam Civil Code 2015
- Decree No. 21/2021/ND-CP dated March 19, 2021 of the Government of Vietnam implementing the provisions of the Civil Code on securing performance of obligations.

LAWYER VIET NAM LAW FIRM – Vietnamese Lawyers