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THE PRINCIPLES OF EUROPEAN CONTRACT LAW - completed and revised version 1998
CHAPTER 1 - GENERAL PROVISIONS
Section 1 - Scope of the Principles
Article 1.101 (ex art. 1.101) - Application of the Principles
Article 1.102 - Freedom of contract
Article 1.103 - Mandatory Law
Article 1.104 - Application to questions of consent
Article 1.105 (ex art. 1.103) - Usages and Practices
Article 1.106 (ex art. 1.104) - Interpretation and Supplementation
Article 1.107 (ex Art. 1.113) - Application of the Principles by Way of Analogy
Section 2 - General Obligations
Article 1.201 (ex art. 1.106) - Good Faith and Fair Dealing
Article 1.202 (ex art. 1.107) - Duty to Co-operate
Section 3 - Terminology and Other Provisions
Article 1.301 (ex art. 1.105) - Meaning of Terms
Article 1.302 (ex art. 1.108) - Reasonableness
Article 1.303 (ex art. 1.110) - Notice
Article 1.304 (ex art. 1.111) - Computation of Time
Article 1.305 (ex art. 1.109) - Imputed Knowledge and Intention
CHAPTER 2 - FORMATION
Section 1 - General Provisions
Article 2.101 (ex art. 5.101) - Conditions for the Conclusion of a Contract
Article 2.102 (ex art. 5.102) - Intention
Article 2.103 (ex art. 5.103) - Sufficient Agreement
Article 2.104 (ex art. 5.103 A) - Terms not individually negotiated
Article 2.105 (ex art. 5.106 A) - Merger Clause
Article 2.106 (ex art. 5.106 B) - Written Modification only
Article 2.107 (ex art. 5.108) - Promises binding without acceptance
Section 2 - Offer and Acceptance
Article 2.201 (ex art. 5.201) - Offer
Article 2.202 (ex art. 5.202) - Revocation of an Offer
Article 2.203 (ex art. 5.203) - Lapse of an Offer
Article 2.204 (ex art. 5.204) - Acceptance
Article 2.205 (ex art. 5.205) - Time of Conclusion of the Contract
Article 2.206 (ex art. 5.206) - Time Limit for Acceptance
Article 2.207 (ex art. 5.208) - Late Acceptance
Article 2.208 (ex art. 5.209) - Modified Acceptance
Article 2.209 (ex art. 5.210) - Conflicting General conditions
Article 2.210 (ex art. 5.211) - Professional's written confirmation
Article 2.211 (ex art. 5.212) - Contracts not Concluded through Offer and Acceptance
Section 3 - Liability for negotiations
Article 2.301 (ex art. 5.301) - Negotiations Contrary to Good Faith
Article 2.302 (ex art. 5.302) - Breach of Confidentiality
CHAPTER 3 - AUTHORITY OF AGENTS
Section 1 - General Provisions
Article 3.101 - Scope of the Chapter
Article 3.102 - Categories of Representation
Section 2 - Direct Representation
Article 3.201 - Express, implied and apparent authority
Article 3.202 - Agent acting in exercise of his authority
Article 3.203 - Unidentified Principal
Article 3.204 - Agent acting without or outside his authority
Article 3.205 - Conflict of Interests
Article 3.206 - Subagency
Article 3.207 - Ratification by Principal
Article 3.208 - Third Party's Right with Respect to Confirmation of Authority
Article 3.209 - Duration of Authority
Section 3 - Indirect Representation
Article 3.301 - Intermediaries not acting in the name of a Principal
Article 3.302 - Intermediary's Insolvency or Fundamental Non-performance to Principal
Article 3.303 - Intermediary's Insolvency or Fundamental Non-performance to Third Party
Article 3.304 - Requirement of Notice
CHAPTER 4 - VALIDITY
Article 4.101 (ex art. 6.101) - Matters not Covered
Article 4.102 (ex art. 6.102) - Initial Impossibility
Article 4.103 (ex art. 6.103) - Mistake as to facts or law
Article 4.104 (ex art. 6.104) - Inaccuracy in communication
Article 4.105 (ex art. 6.105) - Adaptation of contract
Article 4.106 (ex art. 6.106) - Incorrect information
Article 4.107 (ex art. 6.107) - Fraud
Article 4.108 (ex art. 6.108) - Threats
Article 4.109 (ex art. 6.109) - Excessive benefit or unfair advantage
Article 4.110 (ex art. 6.110) -Unfair terms which have not been individually negotiated
Article 4.111 (ex art. 6.111) - Third persons
Article 4.112 (ex art. 6.112) - Notice of Avoidance
Article 4.113 (ex art. 4.113) - Time limits
Article 4.114 (ex art. 6.114) - Confirmation
Article 4.115 (ex art. 6.116) - Effect of avoidance
Article 4.116 (ex art. 6.115) - Partial avoidance
Article 4.117 (ex art. 6.117) - Damages
Article 4.118 (ex. art. 6.118) - Exclusion or restriction of remedies
Article 4.119 (ex art. 6.119) - Remedies for non-performance
CHAPTER 5 - INTERPRETATION
Article 5.101 (Ex art. 7.101/ 101A) - General Rules of Interpretation
Article 5.102 (ex art. 7.102) - Relevant Circumstances
Article 5.103 (ex art. 7.103) - Contra Proferentem Rule
Article 5.104 (ex art. 7.104) - Preference to Negotiated Terms
Article 5.105 (ex art. 7.105) - Reference to Contract as a Whole
Article 5.106 (ex art. 7.106) - Terms to Be Given (Full) Effect
Article 5.107 (ex art. 7.107) - Linguistic Discrepancies
CHAPTER 6 - CONTENTS AND EFFECTS
Article 6.101 (ex art. 8.101) - Statements giving rise to contractual obligation
Article 6.102 (replaces 5.108) - Implied obligations
Article 6.103 - Simulation
Article 6.104 (ex art. 2.101) - Determination of Price
Article 6.105 (ex art. 2.102) - Unilateral Determination by a Party
Article 6.106 (ex art. 2.103) - Determination by a Third Person
Article 6.107 (ex art. 2.104) - Reference to a Non Existent Factor
Article 6.108 (ex art. 2.105) - Quality of Performance
Article 6.109 (ex art. 2.109) - Contract for an Indefinite Period
Article 6.110 (ex art. 2.115) - Stipulation in Favour of a Third Party
Article 6.111 (ex art. 2.117) - Change of Circumstances
CHAPTER 7 - PERFORMANCE
Article 7.101 (ex art. 2.106) - Place of Performance
Article 7.102 (ex art. 2.107) - Time of Performance
Article 7.103 (ex art. 2.108) - Early Performance
Article 7.104 - Order of performance
Article 7.105 - Alternative performance
Article 7.106 (ex art. 2.116) - Performance by a Third Person
Article 7.107 (ex art. 2.110) - Form of Payment
Article 7.108 (ex art. 2.111) - Currency of Payment
Article 7.109 (ex art. 2.112) - Appropriation of Performance
Article 7.110 (ex art. 2.113) - Property Not Accepted
Article 7.111 (ex art. 2.114) - Money not Accepted
Article 7.112 - Costs of performance
CHAPTER 8 - NON-PERFORMANCE AND REMEDIES IN GENERAL
Article 8.101 (ex art. 3.101) - Remedies Available
Article 8.102 (ex art. 3.102) - Cumulation of Remedies
Article 8.103 (ex art. 3.103) - Fundamental Non-Performance
Article 8.104 (ex art. 3.104) - Cure by Non-Performing Party
Article 8.105 (ex art. 3.105) - Assurance of Performance
Article 8.106 (ex art. 3.106) - Notice Fixing Additional Period for Performance
Article 8.107 (ex art. 3.107) - Performance Entrusted to Another
Article 8.108 (ex art 3.108) - Excuse Due to an Impediment
Article 8.109 (ex 3.109) - Clause Limiting or Excluding Remedies
CHAPTER 9 - PARTICULAR REMEDIES FOR NON-PERFORMANCE
Section 1 - Right to Performance
Article 9.101 (ex art. 4.101) - Monetary Obligations
Article 9.102 (ex art. 4.102) - Non-monetary Obligations
Article 9.103 (ex art 4.103) - Damages Not Precluded
Section 2 - Right To Withhold Performance
Article 9.201 (ex art 4.201) - Right to Withhold Performance
Section 3 - Termination Of The Contract
Article 9.301 (ex art. 4.301) - Right to Terminate the Contract
Article 9.302 (ex art 4.302) - Contract to be Performed in Parts
Article 9.303 (ex art. 4.303) - Notice of Termination
Article 9.304 (ex art. 4.304) - Anticipatory Non-Performance
Article 9.305 (ex art. 4.305) - Effects of Termination in General
Article 9.306 (ex art. 4.306) - Property Reduced in Value
Article 9.307 (ex art. 4.307) - Recovery of Money Paid
Article 9.308 (ex art 4.308) - Recovery of Property
Article 9.309 (ex art. 4.309) - Recovery for Performance that Cannot be Returned
Section 4 - Price Reduction
Article 9.401 (ex art 4.401) - Right to Reduce Price
Section 5 - Damages and Interest
Article 9.501 (ex art. 4.501) - Right to Damages
Article 9.502 (ex art 4.502) - General Measure of Damages
Article 9.503 (ex art. 4.503) - Foreseeability
Article 9.504 - Loss Attributable to Aggrieved Party (new; previously part of 4.504)
Article 9.505 - Reduction of loss (previously part of 4.504)
Article 9.506 (ex art. 4.505) - Substitute Transaction
Article 9.507 (ex art. 4.506) - Current Price
Article 9.508 (ex art. 4.507) - Delay in Payment of Money
Article 9.509 (ex art. 4.508) - Agreed Payment for Non-performance
Article 9.510 (ex art. 4.509) - Currency by which Damages to be Measured
Metadata
SiSU Metadata, document information
Manifest
SiSU Manifest, alternative outputs etc.
The Principles Of European Contract Law 1998, Parts I and II - (Parts I and II completed and revised)
European Union
copy @ Lex Mercatoria
(1) Where a party has to perform several obligations of the same nature and the performance tendered does not suffice to discharge all of the obligations, then subject to paragraph 4 the party may at the time of its performance declare to which obligation the performance is to be appropriated.
(2) If the performing party does not make such a declaration, the other party may within a reasonable time appropriate the performance to such obligation as it chooses. It shall inform the performing party of the choice. However, any such appropriation to an obligation which:
(a) is not yet due, or
(b) is illegal, or
(c) is disputed,
is invalid.
(3) In the absence of an appropriation by either party, and subject to paragraph 4, the performance is appropriated to that obligation which satisfies one of the following criteria in the sequence indicated:
(a) the obligation which is due or is the first to fall due;
(b) the obligation for which the obligee has the least security;
(c) the obligation which is the most burdensome for the obligor,
(d) the obligation which has arisen first.
If none of the preceding criteria applies, the performance is appropriated proportionately to all obligations.
(4) In the case of a monetary obligation, a payment by the debtor is to be appropriated, first, to expenses, secondly, to interest, and thirdly, to principal, unless the creditor makes a different appropriation.
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