Practical and Judicial Applications of Contract Interpretation in Iraqi and Iranian Law: A Comparative Study

Abstract

Abstract:

This research examines the subject of contract interpretation by analyzing how legal rules regarding interpretation are applied within the Iraqi and Iranian judicial systems. It focuses particularly on ascertaining the true intent of the contracting parties, determining the meaning of clear versus ambiguous contractual terms, and defining the scope of the judge's role in interpreting the contract or intervening in its effects—especially in instances where the law mandates the protection of one of the contracting parties. The significance of the topic lies in the comparative analysis of Iraqi and Iranian law, highlighting points of convergence and divergence in addressing these issues, as well as the balance struck between respecting the parties' intent and achieving contractual justice. The study employs a comparative methodology to examine legal provisions and judicial trends in both countries, alongside a descriptive-analytical approach to discuss relevant rulings and legal opinions. The research reveals that neither legal system views contractual wording in isolation from the parties' intent or the circumstances of the agreement; rather, both utilize elements that aid in discerning the intended meaning, such as custom, good faith, and the nature of the transaction. It further demonstrates that Iraqi courts possess the authority to intervene in the contractual relationship in specific cases where statutory conditions are met, whereas the Iranian experience highlights the role of the higher judiciary in guiding the interpretation of lower courts and emphasizing adherence to the meaning derived from the contract, the law, and custom. The researcher concludes that contract interpretation should not become a means to redraft the parties' intent but must remain confined to revealing its substance, while allowing for judicial intervention where permitted by law—thereby maintaining a balance between the stability of transactions and the achievement of justice between the contracting parties.