The principle of relativity of contracts

Do you know what the principle of relativity of contracts consists of? In our daily life, we constantly make contracts, but we are not always aware of their significance. At A&O Abogados, our civil lawyers on the Costa del Sol will explain it to you.

The principle of relativity of contracts is one of the fundamental bases of contract law. This principle establishes that contracts only create obligations and rights between the parties that have entered into them, that is, they are relative to those parties and do not affect third parties. The civil law specialists at A&O Abogados will now explain this principle to you in more detail.

This principle has great importance in daily life, as we all frequently enter into contracts. Whether we are buying a product in a store, hiring a service, renting a house, among many other situations, we are entering into a contract.

The principle of relativity of contracts implies that the obligations and rights derived from a contract only affect the parties who entered into it. Therefore, a third party who did not participate in the contract cannot demand compliance with the obligations or claim the rights established therein.

This is established by the Supreme Court in its ruling of July 21, 2021, STS 3189/2021, in which it states:

“The principle of relativity of contracts, enshrined in article 1257 of the Civil Code, which states that “contracts only produce effects between the parties that enter into them and their heirs,” reflects the Latin rule of res inter alios acta tertiis nec nocet nec prodest (what is agreed upon between others neither harms nor benefits third parties), without prejudice to the fact that the rights and obligations arising from a contract are transmitted by inheritance, unless, by their nature, by agreement or by law, they are not capable of such transmission, as expressed in the second clause of the first paragraph of the aforementioned article 1257 of the Civil Code. (…)

The relativity of contracts is a consequence of the requirement of contractual consent as an essential element of any conventional relationship (article 1261 of the Civil Code), such that the contract can only bind those who voluntarily and consciously commit to respecting the contractual stipulations that constitute it, which naturally cannot affect, nor be enforceable, against a third party who has not assumed them, since they have not been a party to such a legal relationship established under the protection of free autonomy of the will (article 1255 of the Civil Code), freedom of enterprise (article 38 of the Constitution, hereinafter CE), or free development of personality (article 10 CE). In short, only the consenting party is the holder of the rights and obligations arising from the contract.”

For example, if A and B enter into a contract for the sale of a car, the obligations and rights arising from that contract only affect A and B. If C, who was not involved in the contract, wants to demand compliance with any of the obligations established in the same, they cannot do so.

However, this principle has an important exception known as the relative effect of contracts. This exception applies when a third party has a legitimate interest in the performance of the contract entered into between the parties. In these cases, the third party may demand compliance with the obligations established in the contract.

However, as we have seen, there is an important exception to this principle known as the relative effect of contracts. This exception allows a third party who has a legitimate interest in the performance of the contract to claim compliance with certain obligations established in it.

In conclusion, the principle of relativity of contracts is a fundamental rule of contract law that establishes that contracts only create obligations and rights between the parties who have entered into them. This rule is essential to ensure legal certainty in contractual relationships and to avoid possible conflicts between third parties who have not participated in the conclusion of the contract. However, there are exceptions to this rule, such as the relative effect of contracts, which allows a third party with a legitimate interest to claim compliance with certain obligations established in the contract.

Are you going to sign an important contract and are not sure about what it entails? At A&O Abogados, we will ensure that contracts serve to protect your interests. Visit our website at www.andradesortegaabogados.es. We also recommend reading our previous blogs, today we propose the one about the judicial process of divorce in Spain.

https://andradesortegaabogados.es/index.php/en/2023/04/13/the-judicial-process-of-divorce-in-spain/ Our civil lawyers in Marbella will accompany you throughout the process.