Buna-credință în negocierea, încheierea și executarea contractului
Good faith in the negotiation, conclusion and performance of the contract

Summary/Abstract: The study aims to analyze good and bad faith, which are in a relationship of complementarity, but each with its own individuality, in the phases of negotiation, conclusion and performance of the contract. In the analysis of the forms of manifestation of bad faith in the pre-contractual stage made in the light of the regulation of the Civil Code, there is a tendency to mark the delimitation between contractual freedom, the right to interrupt negotiations, in case of their failure, and bad faith in interrupting negotiations. The study also addresses the complex issues related to the obligation of the parties to information, self-information, dolus through reluctance, to violence, arising from the economic inequality of the parties and harmful conduct and the repercussions, in terms of free and conscious consent, with the corresponding legal sanctions. The problem of repairing the damage caused by the interruption in bad faith or without justification of the negotiations is analyzed in its material and moral dimension, but also in terms of the damage caused by the loss of a chance. From the perspective of the performance in good faith of the contract, according to the intention and purpose proposed by the parties, it is analysed the contractual liability arising from the abdication from the principle of the debtor acting in bad faith and of the creditor bound by the obligation to minimize the damage and to exercise his right within the limits and according to the purpose established by law. The functions of good faith are analyzed in the phase of performance of the contract, each with its specificity and according to the mode of operation. The study approaches good faith in its moral dimension, as a key in which the contractual provisions must be read, and reasonableness is seen in its objective dimension with which good faith interferes, which implies the performance of contractual obligations according to legitimate expectations, as standard to which it relates the debtor’s diligence. In this context, good faith, as a way of performing the contract, is related to its binding force. Concerning the effects of bad faith in the phase of performance of the contract, the sanctions are examined in the variability of the forms of manifestation, from the annihilation of the contract and continuing with the payment of damages, the ineffectiveness of the contractual clauses or the qualification of these clauses as unwritten.

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