Research On The Protection Of The Third Party’s Rights In The Contract Of The Third Party’s Interests In China

With the rapid development of China’s market economy,the subjects involved in market transactions are gradually showing a trend of diversification.In practice,more and more transactions need to rely on the construction of third-party interest contracts to achieve transaction purposes.The Civil Code of China has responded positively to this demand by stipulating the third party interest contract in the second paragraph of Article 522,and confirming the rights enjoyed by the third party based on the contract,which makes up for the vacancy of the third party interest contract system in China’s law in the era of contract law,and is of great significance to the application of the parties to the third party interest contract in practice.However,due to the limitation of space,there is only one provision in the Civil Code of China that stipulates the contract for the benefit of the third party.The system design of the contract for the benefit of the third party is too thin,and the enjoyment and relief of the rights of the third party are subject to the agreement of the parties to the contract.The third party is a vulnerable subject in the contract for the benefit of the third party.Therefore,unclear provisions are likely to bring about unclear conditions for the enjoyment and relief of the rights of the third party,thus causing unreasonable and unnecessary damage to the rights and interests of the third party.As far as the third party in the third party interest contract is concerned,at present,China’s civil code only stipulates its right to claim direct performance and liability for breach of contract,but does not make reasonable regulations on the acquisition,exercise and relief of the third party’s rights,and the lack of legal regulations will inevitably lead to the lack of rights protection.First of all,the acquisition requirements of the third party’s rights are not clear,mainly including the dispute over the acquisition mode of the third party’s rights,the unclear rules for the exercise of the right of refusal,and the lack of criteria for determining the parties’ intention to empower the third party.Secondly,there are obstacles in the exercise of the third party’s rights.The debtor’s right of defense and the right of revocation and change enjoyed by the parties to the contract are the main obstacles in the exercise of the third party’s rights.However,at present,China has not made reasonable restrictions on the scope of the exercise of these rights,which will inevitably bring great inconvenience to the exercise of the third party’s rights.Finally,the remedies for the rights of the third party are not complete,and the third party cannot enjoy the right of claim for breach of contract as opposed to the parties to the contract in practice,and the scope of the rights is not clear.At the same time,the third party does not have the right to rescind the contract,but under certain circumstances,the third party does have the interest to rescind the contract,which further leads to that the third party’s right cannot be fully relieved at the critical moment.Based on the issues raised above,the establishment of the third party interest contract system in extraterritorial laws is earlier than that in China,and the provisions in this regard are more complete.Therefore,we can learn from the specific provisions in comparative law on these issues,and then combine with the actual situation of China to improve the deficiencies of the current regulation in this regard in China.First of all,define the acquisition requirements of the third party’s rights,determine that the acquisition mode of the third party’s rights in China is the direct acquisition mode,make clear provisions on the exercise rules of the third party’s right of refusal,and focus on the intention of the parties to the contract and the purpose of the contract when the contract is not clear,taking it as the identification standard to judge whether the third party’s rights are acquired or not.Secondly,eliminate the unreasonable obstacles in the exercise of the third party’s power,clearly specify the scope of the debtor’s right of defense to prevent the debtor from abusing its rights,and strictly limit the scope of the parties’ right of revocation and right of change.Finally,we should improve the relief of the third party’s rights,determine the specific content of the third party’s claim for breach of contract,And grant a third party the right to terminate the contract in specific circumstances,such as when the debtor fundamentally breaches the contract or when both the debtor and the creditor are negligent in exercising their obligations in a multiparty chain sale.Only in this way can we protect the rights of the third party in an allround way in the whole process of obtaining,exercising and relieving the rights of the third party.