Behavioural standards in contracts and English contract law

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Colleges, School and Institutes

Abstract

Behavioural standards, that is, stipulations that parties will act according to principles of good faith, loyalty, trustworthiness and the like, appear regularly in commercial contracts. Contract law doesn’t appear to take them very seriously. Legal reticence over enforcement is understandable, given the difficulty of determining what the parties hope to achieve by including these provisions in
their agreements. This article examines some aspects of behavioural standards and the contract law response to them. It suggests some reasons why contract law adopts a cautious approach to enforcement, and argues that, while often not appearing to create any kind of legal obligation, such provisions may play an important role in the interpretation of the agreement, particularly in what
might broadly be identified as ‘relational’ contract settings.

Details

Original languageEnglish
Pages (from-to)234-253
Number of pages20
JournalJournal of Contract Law
Volume33
Publication statusPublished - 2 Nov 2016