نوع مقاله : مقاله پژوهشی
عنوان مقاله English
نویسندگان English
In practice, contracts often encounter unforeseen circumstances, ambiguous language, silence regarding certain ancillary obligations, and the need to adapt to shifting economic conditions. In such scenarios, relying solely on the literal text of a written document is insufficient to uncover the true intent of the parties. Contractual practices—which emerge from the repeated manner in which the same parties execute their agreement over time—and commercial custom—derived from consistent, accepted conduct within the business community—serve as vital tools for filling gaps and clarifying ambiguities. Effectively, these mechanisms function as an unwritten language of commercial relations, defining the substance and scope of obligations in a manner consistent with economic logic and the professional expectations of market participants. Employing a descriptive-analytical approach and drawing upon library research and authoritative legal documents, this study examines the role of commercial custom and contractual practice within the framework of contract interpretation and supplementation. The central question is: how can commercial custom and practices arising from the parties' recurring interactions fill gaps left by contractual silence or ambiguity, and reconstruct the parties' true intent within the context of economic reality? The study concludes that commercial custom and contractual practices do not replace the parties' intent; rather, they serve as complementary and interpretive elements. By transforming a contract from a static document into a dynamic process, these mechanisms help prevent misunderstandings and—by aligning obligations with market requirements and the parties' established patterns of conduct—foster the efficiency and stability of commercial relations, provided they do not conflict with mandatory legal rules.
کلیدواژهها English
