ANALYSIS OF LEGAL CERTAINTY IN ARTICLE 1320 OF THE INDONESIAN CIVIL CODE REGARDING THE ELEMENT OF AGREEMENT BETWEEN THE PARTIES IN BUSINESS CONTRACTS: A REVIEW OF THE CONTRA PROFERENTEM THEORY

Abstrak

This research examines the ambiguity in Article 1320 of the Indonesian Civil Code (KUHPerdata), particularly regarding the element of agreement between the parties in business contracts. The purpose of this study is to analyze the challenges related to the interpretation of this article and how it impacts the clarity and enforceability of contracts. The study utilizes a juridical-normative approach with an analysis of statutory regulations and legal doctrines, particularly focusing on the theory of contra proferentem as a solution for addressing ambiguities. The research shows that Article 1320 does not explicitly define how a valid agreement should be understood when one party does not fully comprehend the contract, leading to uncertainty and potential disputes. As a result, the study concludes that contra proferentem is a valuable interpretative tool to ensure legal certainty, especially when there is ambiguity in contract clauses. By applying this principle, the weaker party in a contract is protected, ensuring that the agreement is interpreted fairly, thus promoting justice and clarity in business transactions