Unconditional Unilateral Termination of Contract

The thesis is devoted to analyzing the legal concept of unmotivated unilateral termination of the contract by exercising the right of withdrawal, its theoretical and practical aspects. The first part covers the issue of its legal nature and correlation with other termination regimes from the standpoint of the grounds and reasons of the right to withdraw. This right is analyzed in the context of the principles of freedom of contract and the binding force of the agreement. In addition, an analogy has been drawn between the unconditional withdrawal and the theory of efficient breach from the standpoint of economic analysis of law. By considering various models of rights protection it can be concluded that, despite the similarity of structures, the widespread implementation of efficient breach theory at the legislative level is unlikely possible. Unmotivated termination of the contract — is the exception rather than the rule. In the second part practical aspects of exercising the right of unconditional withdrawal from the contract were highlighted. The procedure for exercising this right is conducted by the notice due to the rules on legally significant messages. A termination fee as a compensation may also be contractually stipulated. Meanwhile, case law confirms the high probability of disputes arising regarding both grounds and procedure of exercising this right, raising the issue of necessity of due diligence and high standard of good faith of the parties. In general the possibility to terminate a contract unconditionally and unilaterally, especially when this right is stipulated by the agreement and includes the condition of termination fee, becomes an effective contractual mechanism that allows to respond adequately to the changing circumstances.