专业团队

          【其他合同履行】　继续履行合同

    继续履行是指合同当事人一方不履行合同义务或履行合同义务不符合约定时，违约方应当承担的按合同的约定履行合同的责任。依据合同法规定，继续履行的适用除有违约行为外，还应具备以下条件：

    1、继续履行必须可能。继续履行是按合同约定的标的履行，只有在合同有继续履行的可能时，违约方才能承担继续履行的责任。在某些情况下，法律并不要求违约方负继续履行责任，而只要求违约方承担违约金和损害赔偿责任，在这种情况下，只能按法律规定确定责任而不适用继续履行。实际履行与特别法相冲突时，也不适用继续履行。对于自然债务在当事人违约后发生合同履行不能时，因违约方已经没有履行合同的能力，也不能让违约方承担继续履行的责任，只能采取其他补救措施。

    2、继续履行存在必要。由于继续履行只是违约的一种补救措施，而不是惩罚性措施，债权人是否要求违约方继续履行以及违约方应否继续履行都应考虑其经济合理性。依据合同法规定，继续履行是否必要是以履行费用为标准来判断的，继续履行费用过高，势必破坏当事人之间的利益平衡，就不能适用继续履行的责任形式。

    3、债务标的适于强制履行。只有在合同约定的标的适于强制履行时，才宜于追究违约方继续履行的责任。如果当事人约定的合同标的不适于强制履行的，如委托合同等因相信对方的特殊技能、业务水平、道德品格而订立的合同，因其严格的人身性质，实际履行有悖于合同的性质，因而不得适用继续履行。对于提供劳务的合同，也不得以履行合同债务为由强令债务人提供劳务。

    4、债权人在合理期限内请求继续履行。是否要求债务人承担继续履行责任是债权人的一项权利，他人不能强迫。但债权人要求违约方继续履行应当在合理的期限内提出，否则，债权人即丧失请求违约方继续履行合同的权利。合同法将债权人在合理期限内未要求履行，作为继续履行的除外条件加以规定，主要是为了促使债权人及时行使继续履行的权利，以稳定当事人之间的关系，保护违约方的利益。

[Other Contract Performance] Continue to perform the contract

Continuing performance refers to the responsibility that the defaulting party should bear to perform the contract in accordance with the provisions of the contract when one party fails to perform its contractual obligations or fails to fulfill its contractual obligations in accordance with the contract. According to the provisions of the Contract Law, in addition to breach of contract, the application of continued performance should also meet the following conditions:

1. Continuing to fulfill must be possible. Continued performance refers to the performance of the subject matter as agreed in the contract. Only when there is a possibility of continued performance in the contract can the defaulting party assume the responsibility for continued performance. In some cases, the law does not require the defaulting party to bear the responsibility for continued performance, but only requires the defaulting party to bear the liability for liquidated damages and damages. In such cases, the responsibility can only be determined according to legal provisions and continuing performance is not applicable. When actual performance conflicts with special law, continued performance is also not applicable. For natural debts that cannot be fulfilled after the breach of contract by the parties, other remedial measures can only be taken because the defaulting party no longer has the ability to perform the contract and cannot be held responsible for continuing to perform.

2. Continuing to fulfill is necessary. Since continued performance is only a remedial measure for breach of contract, rather than a punitive measure, whether the creditor requests the defaulting party to continue performance and whether the defaulting party should continue performance should consider its economic rationality. According to the provisions of the Contract Law, the necessity of continuing performance is judged based on the cost of performance. If the cost of continuing performance is too high, it will inevitably disrupt the balance of interests between the parties, and the form of responsibility for continuing performance cannot be applied.

3. The subject matter of the debt is suitable for compulsory performance. Only when the subject matter stipulated in the contract is suitable for compulsory performance, should the defaulting party be held responsible for continuing to perform. If the subject matter of the contract agreed upon by the parties is not suitable for compulsory performance, such as a commission contract, or a contract concluded based on the belief in the other party's special skills, business level, or moral character, due to its strict personal nature, actual performance contradicts the nature of the contract, and therefore cannot be applied for continued performance. For contracts for providing services, the debtor shall not be compelled to provide services on the grounds of fulfilling contractual obligations.

4. Creditors request continued performance within a reasonable period of time. Whether to demand the debtor to continue performing the responsibility is a right of the creditor, and others cannot force it. But if the creditor requests the defaulting party to continue performing the contract, it should be requested within a reasonable period of time. Otherwise, the creditor loses the right to request the defaulting party to continue performing the contract. The Contract Law stipulates that the creditor's failure to demand performance within a reasonable period of time is an exception to the continued performance, mainly to encourage the creditor to exercise the right to continue performance in a timely manner, stabilize the relationship between the parties, and protect the interests of the defaulting party.