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transnational law transnational law (lex mercatoria or international business law) and "Sanctity of contracts" 2016-03-01 13:58:16

No. IV.1.2 - Sanctity of contracts

(a) A valid contract is binding upon the parties. It can only be modified or terminated by consent of the parties or if provided for by the law. The parties to a contract must, unless legally excused from performance, perform their respective duties under the contract ("pacta sunt servanda").

(b) A valid unilateral promise or undertaking is binding on the party giving it if that promise or undertaking is intended to be legally binding without acceptance.   

1 The Principle is an expression of the general Principle of good faith which above all signifies the keeping of faith. Without such a rule international contract law would be a mere mockery.

2 The respect for this Principle requires parties to execute their contractual undertakings. However, the modalities of this execution are not indicated by this general Principle. It is the Principle of good faith which provides this precision in a way that one can merge both Principles into one when it comes to the performance of a contractual obligation: pacta sunt servanda bona fide.

3 In spite of its pivotal importance, the Principle of sanctity of contracts is not without exceptions. One such exception is the Principle of hardship. However, since the principle of sanctity of contracts is the rule, the hardship defense is available only in exceptional cases.

4 The Principle applies only between the parties to the contract. It does not prejudice any effect which the contract may have vis-à-vis third parties.

Please cite as: "Commentary to Trans-Lex Principle , "
Arbitral Awards
Court Decisions
International Legislation
Model Laws
Model Terms
National Legislation
Principles / Restatements
Contract Clauses
1. Contractual Clause Stating Enforceability of Agreement
Sales & Purchase Contract

Upon effectiveness of this Contract, neither party may cancel the Contract without the other party's consent, otherwise the terminating party shall be liable for all losses incurred by the other party due to such breach.

Accounts Receivable Agreement
Legal Effect

This Agreement constitutes, and any document, instrument or agreement required hereunder when delivered will constitute, legal, valid and binding obligations of the Borrower enforceable against the Borrower in accordance with their respective terms.

Bankruptcy Agreement
No Qualifying Obligations
All intercompany Agreements shall remain in full force and effect unless (a) modified or terminated in the ordinary course of business or pursuant to the Plan of Reorganization or (b) the Proponents agree in writing otherwise.
Mortgage Financing Contract

The Mortgagor shall duly and punctually perform and serve all of the material terms, covenants and conditions of the Space Leases required to be performed and observed by it as landlord thereunder substantially in accordance with the terms thereof. The Mortgagor will further do all things reasonably necessary to preserve and keep unimpaired its rights under all Space Leases. The Mortgagor shall require all Space Tenants to observe, keep and perform all material covenants and agreements imposed upon them under the Space Leases. The Mortgagor shall appear in and defend any action or proceeding arising under or in any manner connected with any of the Space Leases.

Trust is Irrevocable

This Trust Agreement and the Trust shall be irrevocable and, except as provided in Section X hereof, unamendable except that the Board of Governors may terminate or amend its authorization pursuant to Section 13(3) of the Federal Reserve Act, thereby revoking or amending the Trust in accordance with Federal law, provided, however, that a Trustee's rights to resign as a trustee hereunder and to compensation and indemnification with respect to acts or omissions occurring prior to any such revocation or amendment may not be modified without the written consent of that Trustee. 

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