Liability For Breach Of Contract

The transaction has a fixed mode of contracting,that is,obtaining the promise of the other party after issuing the offer,so as to finally realize the transaction purpose of the parties.In the beginning,limited by the simple market division of labor and dependence,market entities only needed to adopt the simplest contracting model for mutual transactions;hundreds of years of economic development have continuously refined the market division of labor,and the complexity of the market has also increased exponentially..The simple offer and commitment model cannot adapt to the complex market and huge transaction volume.People gradually tend to take certain preparatory measures before finalizing the transaction,including but not limited to drafting transaction-related documents in advance and hiring professionals to review the existence of documents.Risks,conduct a series of inspections on important matters of the transaction,conduct multiple rounds of negotiations on transaction matters,etc.,in order to provide sufficient guarantee for the final smooth transaction.This contracting model reduces the risk of reaching an agreement and transaction at the expense of contracting efficiency.At the same time,the supplier can obtain more certain information on the transaction process,and the demander also gets more time for funding.The contracting model is still in use today.Relying on the German law and regulations,the appointment system is becoming more and more mature.The mainland of China and Taiwan region take the German legal system as a blueprint,summarize its essentials and deduce an appointment system suitable for their own legal environment.Article 495 of the Civil Code,which took effect in 2021,introduced the concept of "reservation contract" in an inductive way,but did not further explain the concept.The content related to the assumption of liability for breach of an appointment contract also appears in the second paragraph of Article 495 of the Civil Code,which only emphasizes that the observant party of an appointment contract can require the breaching party that fails to perform the agreed contract obligation to assume the liability for breach of the appointment contract,and There is no further detailed regulation on the way of assuming responsibility.The imperfection of the legislation has planted the seeds for the inconsistent thinking of the practical staff.Even if the Supreme Court conducts argumentation and analysis through the bulletin case and other channels,in order to guide the judges in this regard,it can be found after in-depth comparison and study of the relevant bulletin cases.The applicable standards and logic of internal adjudication between the communique cases are not completely similar,and in some cases they even point to two completely opposite adjudication directions.When the "Civil Code" absorbed and internalized Article 2 of the "Judicial Interpretation of Sales Contracts",it relaxed the scope of liability for breach of contract in appointment contracts.This practice reflects the value trend of legislators-imprisoning justice The legal framework for personnel trial behavior is relaxed,and judicial personnel are encouraged to explore diversified ways of assuming responsibility for breach of contract in practice,in order to balance the demands of the disputed subjects as far as possible within the scope of the law,and to achieve a balance between legal and reasonable principles.It is true that there is an urgent need to improve the system related to appointment contracts,and a large number of scholars have conducted research on this.The academic circles generally have large disputes about the validity form of appointment contract,which makes it difficult to unify the trial path of the form of liability for breach of appointment contract,and the research on perfecting the system based on the theory of civil law is in a difficult situation.Therefore,this article attempts to introduce some theories of jurisprudence and law and economics,aiming to comprehensively consider the problems existing in judicial practice by integrating multiple forces,and explore ways to improve the system of liability for breach of appointment contracts.