46 Contractual and non-contractual obligations

A further problem was how best to deal with contractual and non-contractual obligations within Book III. One technique which was tried was to deal first with contractual obligations and then to have a separate part on non-contractual obligations. However, this proved cumbersome and unsatisfactory. It involved either unnecessary repetition or extensive and detailed cross-references to earlier Articles. Either way the text was unattractive and heavy for the reader to use. In the end it was found that the best technique was to frame the Articles in Book III so far as possible in general terms so that they could apply to both contractual and non-contractual obligations. Where a particular Article applied only to contractual obligations this could be clearly stated, see III. — 1:101 (‘This Book applies, except as otherwise provided, to all obligations within the scope of these rules, whether they are contractual or not …’). For example, the rules on termination can only apply to contractual obligations (see III. — 3:501(1) (Scope and definition)); the same is true for III. — 3:601 (Right to reduce price) (the restriction on the scope of application follows from the word ‘price’) and III. — 3:203 (When creditor need not allow debtor an opportunity to cure) paragraph (a), the wording of which limits its application to contractual obligations. It need hardly be added that if a CFR were to be confined to contracts and contractual obligations it would be a very easy matter to use the model rules in Book III for that purpose. Most of them would need no alteration.