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Have Some (Good) Faith: Why Singapore Should Imply a Duty of Good Faith into Relational Contracts

Jade Smith

(2023) 35 SAcLJ 316

In Singapore, collaborative contracting has been promoted to increase productivity in the construction industry. Collaborative contracting involves parties adopting contractual clauses that promote collaboration. Relatedly, “relational contracts” have been defined by courts in the UK as a form of contract that involves certain features, such as parties operating with high degrees of communication, co‑operation and collaboration. Additionally, relational contracts generally involve ventures that occur over an extended period with the nature, roles and obligations of the parties not exhaustively specified in writing. Courts in the UK have demonstrated an increased willingness to imply a duty of good faith into these relational contracts, contrary to the general common law position. However, the position in Singapore is that there is no implied contractual duty of good faith, except in very narrow circumstances. This article argues that courts in Singapore should follow the approach seen in the UK and imply a duty of good faith into relational contracts.