22. Lesson 22
Friday, 11 March 2022 12:11
[The contract can be terminated from different reasons than breach: even if no
breach occurs, the events make the causa decay]
EU law
Art. 9:305 Effects of termination in General - 1. Termination of the contract release
both parties from their obligation to effect and to receive future performance, but,
subject to article 9:306 to 9:308, does not affect the rights and liabilities that have
accrued up to the time of termination. 2. Termination does not affect any provision
of the contract for the settlement of disputes or nay other provision which is to
operate even darter termination
—> it’s referring to a third subject affected by the contract —> distinction between
the formal bound between the two parties signing the contract, and the factual
consequences that the contract may have on third parties
Wrongful acts:
• Contractual wrongful acts - ex. Breach
Usually when there is the breach of a contract and performance is not carry out, the
victim party would like to obtain the performance as compensation (when still
interested in the contract)
BUT
When this is not possible (impossibility or non willingness of the other party) the
only solution is the termination of the contract
—> the only type of compensation that i can get is the claim for damages—> =
damages should cover all the losses suffered because of the non performance of the
counter party, bringing the situation of the innocent party as it were before the
conclusion of the contract
When the breach occurs:
The breacher of the contract is not obliged anymore, but he becomes
responsible for the breach and the consequences (you can’t pretend it never
happened)
Is it always the breacher responsible for the breach? Is the breaching always
objective? Or it depends on some circumstances and must be analysed case
by case? Is it always imputable?
—> law excuse (not present in the Italian civil code) - if the breach was caused
by external factors, outside of the counter party’s control, it’s as the other
party was forced to commit the breach —> the breach is not imputable
Art. 8:108 Excuse to an impediment -
Friday, 11 March 2022 12:11
[The contract can be terminated from different reasons than breach: even if no
breach occurs, the events make the causa decay]
EU law
Art. 9:305 Effects of termination in General - 1. Termination of the contract release
both parties from their obligation to effect and to receive future performance, but,
subject to article 9:306 to 9:308, does not affect the rights and liabilities that have
accrued up to the time of termination. 2. Termination does not affect any provision
of the contract for the settlement of disputes or nay other provision which is to
operate even darter termination
—> it’s referring to a third subject affected by the contract —> distinction between
the formal bound between the two parties signing the contract, and the factual
consequences that the contract may have on third parties
Wrongful acts:
• Contractual wrongful acts - ex. Breach
Usually when there is the breach of a contract and performance is not carry out, the
victim party would like to obtain the performance as compensation (when still
interested in the contract)
BUT
When this is not possible (impossibility or non willingness of the other party) the
only solution is the termination of the contract
—> the only type of compensation that i can get is the claim for damages—> =
damages should cover all the losses suffered because of the non performance of the
counter party, bringing the situation of the innocent party as it were before the
conclusion of the contract
When the breach occurs:
The breacher of the contract is not obliged anymore, but he becomes
responsible for the breach and the consequences (you can’t pretend it never
happened)
Is it always the breacher responsible for the breach? Is the breaching always
objective? Or it depends on some circumstances and must be analysed case
by case? Is it always imputable?
—> law excuse (not present in the Italian civil code) - if the breach was caused
by external factors, outside of the counter party’s control, it’s as the other
party was forced to commit the breach —> the breach is not imputable
Art. 8:108 Excuse to an impediment -
