Even if a contract does not directly say it, how must parties generally act towards each other to meet the rule of 'good faith and fair dealing'?

Even if a contract does not directly say it, parties generally must act towards each other with 'good faith and fair dealing,' which is an implied covenant, meaning a promise understood to be part of the agreement, even if not explicitly written. This rule prevents one party from acting in a way that unfairly deprives the other party of the benefit of the bargain, which is the advantage or value the party expected to receive from the contract. It ensures that neither party acts opportunistically to undermine the spirit or purpose of the agreement. Parties must exhibit honesty in fact, which means genuine belief and a lack of deceit or fraud in their actions related to the contract. In commercial transactions, this also includes the observance of reasonable commercial standards of fair dealing, an objective standard meaning that a party's conduct must meet the accepted customs and practices of fair dealing within that particular trade or business. Practically, this requires parties to cooperate with each other, meaning they should not take actions that hinder or obstruct the other party's performance or efforts to achieve the contract's objectives. For example, if a contract requires one party to obtain a necessary permit, the other party must not deliberately delay or obstruct the permit application process. Furthermore, parties must refrain from engaging in opportunistic behavior, which is taking unfair advantage of circumstances or the other party's vulnerability to extract a benefit not originally contemplated or to frustrate the other party's contractual rights. This implied duty does not create new, unbargained-for contractual obligations, nor does it require a party to act altruistically or against its own legitimate business interests; rather, it governs the manner in which parties exercise their existing contractual rights and discretion, demanding that such exercise be consistent with the contract's underlying purpose and the reasonable expectations of the parties.