Research On The Standard Clauses Entering Into The Contract Rules

The characteristics of standard terms are significantly different from those of general contract terms,which not only restrict the freedom of contract and autonomy of will,but also impact the justice of contract.In order to realize exchange justice in essence,modern countries solve the barriers of reciprocity between parties through the legislative,judicial,administrative and social regulation of standard terms,so as to prevent the provider of standard terms from taking advantage of its dominant position to harm the legitimate rights and interests of the other party.In the above regulation system,format clauses to regulate and derived into a rules,rules and explain the specific specification,and into a rule is undoubtedly one of the most basic system,because only whether correctly define the format terms into a contract,under what conditions into a contract,in order to better solve the problem of subsequent validity and the legal interpretation,which is the legitimacy of format terms into a rule to apply foundation.If the standard terms are to be part of the contract terms,they must conform to the contract rules of offering-acceptance and follow the basic logic of contract formation.Through to our country "contract law" in the current format terms into a rule examines,the existence of significant drawbacks,concentrated expression of format terms to provide instructions for the duty to provide scope too narrow,the party not prompt explains the lack of legal effect,the obligation to the provisions of the legislation in each other at the same time commitment requirement,exception clauses shall not be booked into the rules and format contract terms and conditions shall not be in conflict with individual promissory rules,makes the law exists fuzziness and further affect the practical operation of the system.According to the background of China's civil code compilation,the draft contract only modifies the rules of standard terms in two aspects: one is to expand the scope of obligations of the provider of standard terms to "exempt or reduce the liabilities of the other party";The second is to add the legal effect that the standard clause "shall not be an integral part of the contract" in case of breach of the obligation of presentation.Through the analysis and evaluation of the content of the draft and its revision process,on the one hand,it can be seen that the legislator attaches great importance to the amendment and improvement of the rules for the incorporation of standard terms.On the other hand,the draft only makes two amendments to this rule,which also leaves room for further discussion on the improvement of its legislation.Based on Germany,the UK and our country Taiwan area rules of format terms into a contract for comparative analysis,suggest that in addition to the foregoing two phase can increase in format terms into a rule in our country and other elements of commitment,explicit exception clauses shall not be booked into the contract rules and standard clauses shall be deemed to be in conflict with individual promissory not into a contract,tries to systematically integrate designing rules of the system,make it more systematic and scientific.