Contract Terms in the Philippines: Incorporation, Interpretation, Implication, and Unfair Terms
My chapter on “Contract Terms in the Philippines: Incorporation, Interpretation, Implication, and Unfair Terms” has been published in the book Studies in the Contract Laws of Asia III: Contents of Contracts and Unfair Terms. The following is an abstract:
Philippine contract law is a hybrid legal system that is founded on, and draws from, both civil and common law traditions. With regards to the contents of contracts, the fundamental principle is freedom of contract or party autonomy. Parties may agree to any terms and conditions as long as these are not against law, public policy, public order, or social customs and morals. The Philippines subscribes to the subjective interpretation of contracts. While courts will not normally imply terms into a contract that were not expressly agreed to by the parties, once a contract is perfected, the parties are bound to comply with all of the natural consequences of the contract including matters concerning law, custom, and usage. Under Philippine consumer protection law, deceptive, unfair, or unconscionable acts or practices are prohibited. Moreover, contractual waivers or exemptions from liability are proscribed under the Consumer Act of the Philippines.
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