1 - Cancellation of Contract

Article 239

Article 239 - The termination of the contract may occur either due to a resolutive condition inserted in the deed, or pursuant to the presumed will of the parties (tacit commissive pact) or still due to the extinction of an obligation or a cluster of obligations by impossibility of performance (theory of risks).

Article 240

Article 240 - The occurrence of the resolutoire condition dissolves the contract retroactively in accordance with the provisions of Article 99, but reserves acts of administration that remain valid; under the benefit of this limitation, things must be restored to the state they would have been if the contract, now resolved, had never intervened. This resolution occurs by right and outside any judicial intervention.

Article 241

Article 241 - A condition resolutoire is implied, unless otherwise provided by law, in all synallagmatic contracts, in the event that one of the parties fails to fulfill its obligations and cannot invoke impossibility of execution. However, in such a case, the contract is not automatically resolved. The party whose rights are being infringed has the choice between forced execution, in whatever form, and dissolution of the contract with damages. In principle, this resolution can only be pronounced by the judge, who, in cases of partial non-execution, will examine whether the breach is sufficiently grave to justify the dissolution of the contract. The judge always retains the possibility, even in cases of total non-execution, to grant the debtor one or more successive deadlines, taking into account their good faith. The parties may agree that, in case of non-execution, the contract will be automatically resolved and without judicial intervention. This clause leaves room for a summons, intended to officially confirm the non-execution; however, it is possible to agree that this formalities are not mandatory; but the clause dispensing with both judicial intervention and summons must be formulated in formal and express terms.

Article 242

Article 242 - The resolution for non-performance of obligations produces the same effects as that which intervenes in execution of an express resolutive condition.

Article 243

Article 243: When the performance of an obligation or a bundle of obligations becomes impossible except for the debtor's fault, that obligation or those obligations extinguish by virtue of this fact, in accordance with Article 341. In cases involving obligations arising from a reciprocal contract, the corresponding obligations are extinguished by way of counter-effect; thus, everything proceeds as if the contract itself were dissolved by right and without judicial intervention; which amounts to saying that the risks fall on the debtor who has rendered the performance impossible, who suffers loss without being able to exercise any recourse whatsoever against their contracting party. However, it is otherwise when the debtor had previously fulfilled their essential obligations; despite the occurrence of an impossibility of execution for secondary obligations, the contract remains in force and the debtor, released by the case of force majeure, may still demand performance from the other party of the obligations that fell to them: thus, a seller who had transferred ownership of a specific thing to the buyer can demand payment of the price; the risks then fall on the creditor whose performance has become impossible.

Article 244

Article 244 - When a contract is dissolved due to an impossibility of performance, it cannot be considered that damages shall be awarded to the party that is sacrificed and bears the risk of the event.

Article 245

Article 245 - In principle, contracts can only be terminated with the unanimous consent of all those who concluded them, except for conventions that come to an end upon the death of one of the parties and independently of a proper termination. This consent may manifest itself explicitly or implicitly or by the arrival of the extinguishing term.

Article 246

Article 246 - A unilateral rescission is effective when it has been provided for either by the contract or by law. Thus, on the one hand, a lease agreement can be concluded for a fixed term with the option for both parties or one of them to bring it to an end prematurely, and on the other hand, certain contracts, such as agency or partnership agreements, are susceptible to being dissolved unilaterally by the will of one of the participants.

Article 247

Article 247 - When there is rescission, the contract does not come to an end until the day of its dissolution and without retroactivity: the effects it had previously produced remain definitively acquired.

Article 248

The author of the rescission exposes himself to damages in making a right of withdrawal an abusive use, that is to say by exercising it contrary to the spirit of the law or the contract.