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Abstract

The Saudi Civil Transactions Law (CTL) contains materiality-related standards that apply at different phases of the contract life cycle as separate doctrines rather than as an overarching doctrine. Article 74 uses a counterfactual analysis of partial invalidity and severability, while Articles 95 and 107 address the characteristics or purposes of contractual performance and the consequences of non-performance. The difficulty is not a conflict between Articles 74 and 107, but the absence of a unified analytical model for assessing the significance of non-performance under provisions on performance, interpretation, defect, and remedy. This article addresses these fragmented CTL elements and contends that contractual aim should serve as the main functional standard for evaluating the significance of performance and violation without broadening Article 74 beyond its legal framework. The research employs doctrinal, analytical, and functional comparative techniques, examining the CTL, pertinent Saudi property laws, Hanbali and Hanafi legal principles, selected Gulf civil-law systems, and FIDIC provisions as primary functional comparators, with the UNIDROIT Principles and CISG as secondary international references. Published Saudi precedents are limited, making the analysis prospective. Materiality is dynamic and should be assessed according to contractual intent, economic consequences, possibility of remedy, proportionality of norms, and allocation of evidence. Delay is significant when it affects the critical path and main goal. The article establishes the Materiality Saudi Materiality Framework, a six-step Quadrant for systematic judicial and arbitral assessment of domestic and international disputes, endorsing consistent remedies, limiting disproportionate termination, and guiding contract drafting.

Pages

164-181

DOI

10.65844/2442-9899.1267

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