Supplementary Contract Interpretation Is Preferred To Apply To Arbitrary Specifications

There has been a long debate between the mainland on the supplementary contract interpretation and the arbitrariness in the application of the contractual loopholes.At present,there is still no unified view.The order of application of the two is related to the basic spirit of the contract law,that is,whether the principle of private law autonomy can be implemented and adhered to and whether the basic law of the contract law as a market economy can play its role in improving transaction efficiency and reducing transaction costs.To this end,by analyzing the characteristics of arbitrariness and supplementary contract interpretation and the positioning in contract law,it is theoretically clarified that supplementary contract interpretation should be applied to the arbitrary rules in order to fully respect the parties.The autonomy of the meaning is consistent with the fundamental theoretical basis of the contract law;in order to make the contract law fully play its role as the basic law of the market economy.At the same time,through the review of the specific operational methods when the judges fill the contract loopholes in judicial practice,if the arbitrariness norms are given priority,then when filling the atypical contract loopholes,it is inevitable that the atypical contract will be characterized by analogy.Qualitative is often not needed,and often because of the complexity and analogy of the transaction structure in atypical contracts,the judge's own subjective value judgment will lead to qualitative errors and lead to a series of problems such as legal application errors.Supplementary contract interpretation is preferred to avoid the above problems caused by qualitative errors.To this end,from the theoretical significance and practical operation as a support,supplementary contract interpretation should be applied to the arbitrary rules.The supplementary interpretation of the contractual interpretation is based on the purpose of the contract concluded by the parties.It is suggested that the future entity's supplementary contract interpretation rules should also be centered on the contractual purpose and further systematically based on the existing basis.