An Economic Perspective on the Transfer of Property in the Supply Contract

The role of the supply contract in the entire activity of the professionals and consumers has two main purposes: in the first place - for implementing a safe and fair legal tool to protect the direct interests of the participants in the social life, and secondly - to ensure a balance of economic interests of the parties that decide to conclude the supply contract, taking into account that very often, this is taking place in an extremely dynamic and volatile legislative, political, and economic world. Regarding the perspective offered by the civil law principle of autonomy of will, it is advisable for the relative aspects of the economic analysis of the supply contract to be applied, accordingly where these aspects are legislated in the text of the New Romanian Civil Code, and this must be invoked by the subjects of the civil law, who decide upon the conclusion of a contract and the necessity of such an approach. Some of these aspects are in connection with the principle of good faith expressed by the parties at the time of conclusion and subsequently during the execution of the contract as stipulated in art. 1170 of Romanian Civil Code, as well as the contingency situation – hardship, as stipulated in art. 1271 of the Romanian Civil Code2, additionally we will refer also to the obligation of cooperation and information between the contractors. Therefore, within a legislation characterised by a continuous, dynamic and fluctuant activity, where both types of parties, supplier but also the consumer, are impacted, they need to adapt, in order to have a safe continuity of the performing of their contractual rights and obligations, that is why besides the pure legal view, an economic approach additionally needs to be considered for having, in the end, a realistic view. The importance of the transfer of ownership in the supply contract case consists not only in the accurate identification and establishment of the moment for the delivery of the goods or the services in comparison with the general rule, where the private property transfer is considered to take place on the date of the parties’ agreement, related the object and price of the contract, but also in having a perspective of the way how the exercise of the rights and compliance with contractual obligations was performed, especially regarding the modalities of payment, the price and the moment of the payment, as the parties conveyed within the contractual text, etc.