Civil Code

A mandate becomes effective when a first party asks a second party with performing a juridical act, and the second party accepts this.

A mandatary bears a duty to administer the mandated business with the due care of a prudent manager in compliance with the main purpose of the mandate.

A mandatary may not appoint a sub-mandatary unless the mandatary obtains the permission of the mandator or there is a compelling reason to do so.

In the case of mandate upon which the mandator grants authority to represent to the mandatary, if the mandatary appoints a sub-mandatary with authority to represent, the sub-mandatary has the same rights and obligations as those of the mandatary in relation to the mandator within the scope of its authority.

If a mandatary is requested by the mandator, the mandatary must report the current status of the administration of the mandated business at any time, and must report the process and results without delay upon termination of the mandate.

A mandatary must deliver to the mandator monies and other things received during the course of administering the mandated business. The same applies to fruits the mandatary has reaped.

A mandatary must transfer to the mandator rights that the mandatary has acquired in the mandatary's own name on behalf of the mandator.

If the mandatary has personally consumed monies that were to be delivered to the mandator or used for the benefit of the mandator, the mandatary must pay interest for the period from the day of that consumption. In these cases, if loss or damage persists, the mandatary is liable to compensate for the same.

In the absence of any special agreements, the mandatary may not claim remuneration from the mandator.

If a mandatary is to receive remuneration, the mandatary may not claim this until after having performed the mandated business; provided, however, that if the remuneration is specified with reference to period, the provisions of Article 624, paragraph (2) apply mutatis mutandis.

In the following cases, the mandatary may demand remuneration in proportion to the performance already completed:

if the mandatary is no longer able to perform the mandated business due to any grounds not attributable to the mandator; or

if the mandate is terminated during the course of performance.

If the parties agree that remuneration will be paid for any result that may be obtained through the performance of the mandated business, and the result is required to be delivered, remuneration must be paid simultaneously upon the delivery of the result.

The provisions of Article 634 apply mutatis mutandis if the parties agree that remuneration will be paid for any result that may be obtained through the performance of the mandated business.

If costs will be incurred in administering the mandated business, the mandator must, at the request of the mandatary, pay an advance for those costs.

If the mandatary has expended costs found to be necessary for the administration of the mandated business, the mandatary may claim reimbursement of those costs from the mandator and any interest on the same from the day the costs were expended.

If the mandatary has borne any obligation found to be necessary for the administration of the mandated business, the mandatary may demand that the mandator perform the obligation on the mandatary's behalf. In these cases, if the obligation has not yet fallen due, the mandatary may require the mandator to tender reasonable security.

If a mandatary incurs loss or damage that is not due to the negligence of the mandatary in order to administer the mandated business, the mandatary may claim that compensation from the mandator.

A mandate may be cancelled by either party at any time.

In the following cases, a party that has cancelled a mandate pursuant to the provisions of the preceding paragraph must compensate for damage suffered by the other party; provided, however, that this does not apply if there was a compelling reason for the cancellation:

if the party cancels the mandate at a time that is detrimental to the other party; or

if the mandator cancels the mandate for which the purpose includes the interests for the mandatary (excluding the profit to be obtained exclusively by receiving remuneration).

The provisions of Article 620 apply mutatis mutandis to mandates.

A mandate terminates when:

the mandator or mandatary dies;

the mandator or mandatary is subject to an order commencing bankruptcy proceeding;

If a mandate has terminated but there are pressing circumstances, their mandatary or heir or legal representative must effect the necessary actions until the time when the mandator or the heir or legal representative of the mandatary is able to take charge of the mandated business.

The grounds of termination of mandate may not be asserted against the other party unless the other party was notified of or knew of the same.

The provisions of this Section apply mutatis mutandis to entrustments of business that do not constitute juridical acts.