Research On The Legal Issues Of Reservation Contract

In the rapidly changing market environment,the contract of appointment has become an important tool for locking in trading opportunities and securing transactions,facilitating the development of the economy and society.However,the legal provisions of the Civil Code on the contract of appointment are not yet perfect,with only Article 495 providing general provisions.Therefore,in practice,there are often a large number of disputes concerning the contract of appointment,which are mainly related to the recognition,validity and breach of the appointment,and lack of clear legal guidelines.Therefore,further theoretical studies and researches on the contract of appointment system are needed in order to provide more precise guidance and basis for practice.Taking the trial paths of gazetted cases,typical cases and the latest cases as the starting point,this article presents a comprehensive analysis and summary of the different trial outcomes of disputes over contracts of appointment,and summarizes the outstanding problems of contracts of appointment in current trial practice.Based on the theory and value of the contract of appointment,and with reference to the theoretical and judicial practice experience at home and abroad,a specific analysis is made on the recognition and validity of the contract of appointment,as well as the applicability of the scope of continuing performance and damages in the remedy for breach of contract,with a view to providing reference material for the improvement of the contract of appointment system.This article has four main parts:Firstly,defining what a contract of appointment is is a prerequisite and fundamental to discussing the validity and liability of a contract of appointment.Based on the views of scholars,this article elaborates on the concept and characteristics of a contract of appointment.A contract of appointment is a promise or agreement made by the parties to enter into a contract within a certain period of time in the future.At the same time,the present contract is closely linked to the appointment,and therefore the article points out the connection between the appointment and the present contract.In addition,the liability for breach of contract and contractual negligence in a contract of appointment plays a crucial role in safeguarding the interests of the parties,and there are certain similarities between the two,but differences in four areas,which are addressed in this article.Reservation contracts have their own independent value,and through the affirmation of the reservation value,they highlight their unique position in trading activities.Secondly,a macro introduction to the reservation contract system is given,and analysis is made from the legislative and judicial levels.This article sorts out the provisions of the Judicial Interpretation and the Civil Code of Reservation Contracts,and recognizes the Reservation Contract for the first time in Article 2 of the Interpretation on Several Issues Concerning the Application of Law in the Trial of Cases Involving Disputes over Contracts for the Sale of Commodity Housing promulgated and implemented by the Supreme People’s Court in 2012.Subsequently,after the promulgation of the Civil Code,the appointment contract system was stipulated in Article 495 of the Civil Code,formally moving towards codification.The provisions of the contract of appointment were gradually improved,providing the basis for the further development of the system.By collecting relevant data,this article observes the real situation of appointment disputes in judicial practice through the form of charts and graphs in the four dimensions of dispute areas,changes in quantity,size of the subject matter and trial level,which more intuitively shows the problems of appointment in judicial practice and prepares the ground for the analysis in the following article.Again,the cases related to the appointment contract system are sorted out and problems are found in the appointment contract system in judicial practice.From the perspective of inconsistent standards of judicial adjudication,the dilemma of contract determination,validity judgment and breach of contract treatment in judicial practice of reservation contracts is explored.Firstly,the determination of a contract of appointment is a prerequisite for discussing its validity and breach of contract.Although academics have made a distinction between an appointment and an original contract,in practice,complex cases make the issue of determining whether a contract is an appointment or an original contract tricky,and two different paths of adjudication emerge according to the content of the contract and the intention of the parties.The validity of the contract of appointment is at the heart of the discussion of the contract of appointment regime.In practice,the validity of an appointment is divided into two main lines of adjudication: shall contract and shall negotiate.On the issue of liability for breach of contract of appointment,the main analysis is whether continuing performance can be applied and how to define the scope of damages.Finally,in view of the problems revealed in practice as sorted out above,suggestions are made on the criteria for determining the appointment,its validity and the remedies for breach of contract.With regard to the criteria for the determination of an appointment,the parties’ intention is the primary consideration,supplemented by the presumption of contractual content when the intention is unclear.As to the validity of a contract of appointment,this article considers that the "content-determining theory" should be adopted,taking the completeness of the contract content as an important reference standard,and classifying the contract of appointment into simple,standard and complete appointments.Simple and standard appointments should be determined through consultation,while complete appointments should be contracted.In the case of breach of contract,a simple appointment should not be applied to the remedy of continued performance,but the scope of damages should be determined on the basis of the principle of reliance interest;Standard appointments do not apply to the remedies for continued performance,and the scope of compensation is in the range from the interest of reliance to the interest of performance;Complete appointments apply the remedies of continued performance,and the scope of compensation is based on the principle of performance of interests.