Should contract law enable (and perhaps even stimulate) contracting parties to achieve a settlement that is compatible with both their needs? According to some scholars it should. If this is indeed one of the aims of contract law, the unilateral ending of complex long-term contracts is one of the topics that may need a critical evaluation. It seems that the power to end complex long-term contracts unilaterally is not really the issue, since no complex cooperation can be forced to continue if commitment is lacking; it is the way in which a long-term cooperation comes to an end that matters. Reasonable expectations need to be taken into account to some extent; conflicts often arise because contracting parties disagree on this ?reasonable expectations?-part. The costs of these conflicts can be high, even without legal proceedings. The purpose of this paper is to explore the possibilities of contract law to help reduce both the number and the intensity of conflicts arising from the unilateral ending of a complex cooperation. For this purpose, the unilateral ending instrument is reframed into a model of negotiations.
European Review of Private Law