THE INTERPRETATION OF A NETHERLANDS ANTILLES CONTRACT: WHOSE MEANING PREVAILS?
Interpretation may go beyond the four corners of the contract
The question what exactly was agreed between parties to a contract largely depends on the interpretation of the contract, in which principles such as fairness and reasonableness play an important role. In many cases, where contract language is clear and explicit and does not lead to an unacceptable result, a court will ascertain contractual intent from the written provisions of the contract itself and go no further. However, words are not always clear and unambiguous.
Under the laws of the Netherlands Antilles, the answer to the question as to how the parties have shaped their legal relationship depends on the meaning which they can reasonably be allowed to assign to the contract terms, and what they can reasonably be allowed to expect from each other. As a result, interpretation may go (far) beyond the four corners of the contract.
Although the Netherlands Antilles Civil Code gives no rules for the interpretation of contracts, Article 6:248 (fairness and reasonableness) and Article 3:35 (justifiable reliance on the other party’s declarations or acts) are to be particularly observed when construing and interpreting contracts.
Karel Frielink
Curacao-based Attorney (lawyer) / Partner
