
One provision in the Civil Code that I personally value the most, with respect to the will of the parties, is:
Article 404. Interpretation of Contracts under the 2015 Civil Code
- When a contract contains ambiguous terms, the interpretation shall not rely solely on the wording of the contract but must also be based on the intention of the parties as expressed throughout the process before, at the time of conclusion, and during the performance of the contract.
- When a clause or wording of a contract may be understood in different ways, it must be construed in the manner most consistent with the purpose and nature of the contract.
- When a clause or wording is difficult to understand, it shall be interpreted according to the customs at the place where the contract was concluded.
- The clauses of a contract must be interpreted in relation to each other, so that their meanings are consistent with the overall content of the contract.
- Where there is a conflict between the common intention of the parties and the wording used in the contract, the common intention of the parties shall prevail in interpreting the contract.
- Where the drafting party incorporates terms unfavorable to the other party, the interpretation of such terms must be in favor of the latter.
I think this principle is not only applicable to contractual relations but also extends to many aspects of everyday interactions. Words are but the surface; what truly matters is discerning the will and intent behind them.
