Abstract
dc:description.abstractThe concept of ‘good faith’ in English contract law has been the subject of intensified debate in the last decade. This has been precipitated partly by developments in other jurisdictions, as well as being influenced by academic and extrajudicial writings. By far the most impactful driver of the discussion, however, has been the steady flow of thought-provoking decisions and obiter dicta from the courts themselves. This thesis approaches this live topic from a doctrinal perspective, which focuses on those judgments in order to understand how good faith is being used and understood in judicial decisions as an obligation. The argument of this thesis does not depend on high-level abstractions of a ‘theory’, ‘concept’ or ‘principle’ of good faith. Instead, its goal is to provide an interpretivist account of the common law, which explains how good faith is already being used in practice, in light of the orthodox values and mechanisms of the English common law of contract. It does so by focusing on the two areas where a good faith obligation is implied in accordance with the general law of contract: in relational contracts, and to limit contractual discretions. In this way, ‘English good faith’ is presented in the best possible light, and so prepared for a fair, accurate and constructive future critique. This doctrinal analysis is combined with a theoretical approach, based on a restatement of the core propositions of the relational theory of contract. This restatement is used to explain how the good faith obligation in relational contracts and contractual discretions stems from a deeper tension, caused by contracting parties’ choices to deal with risks through systems of contract governance which are not adequately recognised by orthodox contract law. Ultimately, it is concluded that a good faith obligation exists to formalise parties’ unspoken commitment to proper purpose when using decision-making structures that are, by design, not fully circumscribed in advance.
Degree
thesis:*- Name dc:type.qualificationname
- Doctor of Philosophy (PhD)
- Level dc:type.qualificationlevel
- Doctoral
- Grantor dc:publisher.institution
- University of Cambridge
- Year dc:date.issued
- 2025
Author and committee
dc:creator, dc:contributor.*- Author dc:creator
-
- Hose, Christopher
- Advisors dc:contributor.advisor
-
- Gardner, Jodi
- Tofaris, Stelios
Subjects
dc:subject × 5Rights
dc:rights- Licence
- Language dc:language
- eng
Identifiers
dc:identifier.*- DOI dc:identifier.doi
- https://doi.org/10.17863/CAM.126559
- OAI identifier oai:identifier
- oai:www.repository.cam.ac.uk:1810/397413