Comprehensive Territorial Development Contract as a Civil Law Contract of Mixed Type
Abstract
The study aim is to determine the civil-law nature of the Comprehensive Territorial Development Contract (CTD) in the Russian Federation legislation. The purpose of the work is to provide a legal qualification of the agreement mentioned and to identify the applicable legal regime to address practical issues arising during the implementation of complex, long-term comprehensive development projects. The research is based on the application of both general research methods (critical and systems analysis, synthesis, induction) and specific methods of cognition: formal legal, teleological, and comparative legal ones. The analysis encompasses the norms of the Russian Urban Development Code and the Russian Civil Code, standard forms of CTD agreements, as well as relevant court practice. It is established that the CTD Contract, despite the presence of public law elements in its conclusion procedure, is civil law in nature. In this regard, that agreement is governed by the general provisions of the Russian Civil Code and the special provisions of the Russian Urban Development Code, altogether. Its subject constitutes a complex of heterogeneous mutual obligations of the parties, which precludes its classification as any single named contract. However, it is argued that the CTD agreement is not an unnamed contract within the meaning of Clause 2, Article 421 of the Russian Civil Code. The compensated nature of the contract is proven, manifested by the existence of a counter-provision from the public partner. The most accurate qualification of the CTD agreement is recognized as a mixed contract, which may include elements of work contracts and lease agreements. The legal relations arising from the CTD Contract are subject to application of the special norms of the Urban Planning Code of the Russian Federation, and subsidiarily — the general provisions of the Civil Code on obligations and the rules governing those named contracts whose elements are present in the specific obligations of the parties. This approach allows regulating key practical problems, particularly enabling the application of norms on construction contracts to assert claims regarding the quality of works and objects transferred to public ownership.
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