Good faith
From Civil law
Contract and obligationsBasic ideas
What it means
In many civil-law countries, a general duty of good faith runs through the whole law of contracts: in negotiating, performing and ending them. A court can use it to fill gaps and correct unfair results.
Why it travels badly
English law has traditionally had no general duty of good faith in contracts, and instead uses narrower tools. US law has a statutory duty of good faith in many commercial contracts. The same English words therefore carry very different weight.
How other systems say it
Treu und Glauben
Section 242 BGB makes performance subject to good faith, and courts have built large areas of law from it.
bonne foi
Article 1104 of the Civil Code requires contracts to be negotiated, formed and performed in good faith.
no general duty (England); a statutory duty (US)
English courts have refused to imply a general duty to negotiate in good faith, though specific duties exist. The US Uniform Commercial Code imposes a duty of good faith in performance and enforcement.
Tip for translators and students
Do not assume 'good faith' in a civil-law contract is as thin as in an English one. Translate it consistently, and flag when the source uses it as a legal rule.
Related: Estoppel, Consideration
Updated October 2026. Spotted a mistake? Tell us.
TheLawToKnow Tools’s glossary is an educational overview of the main differences between legal systems. It is not legal advice.
