Good-Faith in Contracts

• Author: Tita-Nicolescu, G. - Procopciuc, D.
• Position: PhD Associate Professor, Faculty of Law-Transilvania University of Brasov - Master, Faculty of Law-Transilvania University of Brasov.
• Pages: 181-186

Bulletin of the Transilvania University of Braşov

Series VII: Social Sciences • Law • Vol. 6 (55) No. 1 - 2013

GOOD-FAITH IN CONTRACTS

G. TIXA-NICOLESCU1 D. PROCOPCIUC2

Abstract: This article will outline only the new aspects in the matter,

namely the legal regulation of the negotiation stage in reaching an

agreement, as well as the inherent consequences deriving from such

regulation, namely the need of observing good faith in negotiations and the

obligation of covering the damage caused by sudden breaking off of

negotiations. At the same time, the article gives some terminological

explanations for the concept of good faith, which is wi dely used both in

substantive law and in procedural law.

Key words: good faith, negotiations, breaking negotiations.

1 PhD Associate Professor, Faculty of Law – Transilvania University of Braşov.

2 Master, Faculty of Law – Transilvania University of Braşov.

1. Introductory reflections

1.1. The concept of good faith

One of the basic principles for any

approach on the effects of contracts is the

principle of good faith, which is very

natural and reasonable, but also very

complicated, due to the problems of

application regarding compliance or non-

compliance with it. In fact, we must say

right from the start that, although it has

been regulated for more than 160 years by

our laws and although it had been an

essential principle of the relationships

among merchants befor e the Old Civil

Code was adopted, although all

international commercial relations are

based on it, unfortunately, its putting into

practice is sometimes rather hypothetical.

Both parties and legal courts ignore it,

even though both know it well, observe its

content – only theoretically – but many

times refuse to refer to it more concretely

when it comes to failure of fulfilling

obligations.

Good faith has been defined in different

manners over the years, both in doctrine

and in case law. However, we note the

definition given by the Explanatory

Dictionary of the Romanian language

(DEX), as, in our opinion, it is quite clear

and represents the basis for all the

definitions that have been formulated so

far: good faith (synonymous, according to

DEX, to honesty and sincerity) represents

one’s belief that one acts based on a right

and in compliance with the law or with

what is right.

Fortunately, our new civil code adds to it

the attitude of a natural or legal person

exercising their rights and fulfilling their

obligations in accordance with public order

and good manners.

1.2. Current legal regulation

The principle of contract good faith is