Contract International Business Law

Dr. A. Mohamed A. Badr

Course Objectives
Identifying the International Business

LAW

1-13

Finding legal sources and legal system

14- 21

Contract

22- 40

(I) Identifying the International Business Law

What Is Law?

A rule established by authority A rule established by society A rule established by Custom The body or system of such rules The Control or authority imposed by such system of rules WAY LAWS ARE RULES MADE IN THE PROPER AND FOR THE RIGHT REASONS

Why Laws are needed?

Protection of the individual
Protection of society Protection of property

Promotion of worthwhile social

objectives (S.S. system) (Edu. System and scholarships)..........

Development of LAW
ROMAN
&

COMMON

ROMAN
Decisions were made by judges or juries, the written record of those decision was not kept. The decisions were passed on by word of mouth from generation to generation. During the reign of the Emperor Justinian ( A.D 527 565) a great body of law was developed and WRITTEN.

WRITTEN LAWS

Development of LAW
ROMAN
&

COMMON

COMMON
The English system, it is the body of legal

decision made by English courts judges, under the authority of the king, over a period of many years. English judges traveled to various communities in their locality to hold court and try cases. The made decisions based on local customs and traditions but they did not write those decisions down.

UNWRITTEN LAWS

What is International Law?

It is body of rules and norms regulates

activists carried on outside the local legal boundaries of nations, in particular, it regulates three international relationships: 1. Between STATES and STATES 2. Between STATES and PERSONS 3. Between PERSONS and PERSONS

International Law
Public International Law

Law regulating relations between states

Private International Law

Law regulating the affairs of private persons internationally.

Public International Law

State territory

State responsibility to Aliens Law of the sea Law of the air International Dispute Settlement Sources ( custom, treaties and conventions) P7 Scope (subservient capacity & function treaty, doctrine incorporation/ domestic law & transformation/ inter. law, and agreement )
P12 (UN 23 / 28)

Private International Law

NONCOMMERCIEL Tort, Nationality, Marriage, Divorce and Inheritances
COMMERCIAL Contract, Sales, Transportation, Money banking, Financing, Antitrust, Taxation, Practices and securities Regulations.

Private International Law

COMMERCIAL
Contracts Sales Transportation Money Banking Financing Antitrust Taxation, Practices Securities Regulations.

Business Law
Business Law is the part of the law that deal with business or commercial transaction, including the area of : CONTRACTS NEGOTIABLE INSTRUMENTS The PURCHASE and SALE of GOOD BUSNINESS ORGANIZATION and AGENCY

( II ) Finding legal sources and legal system

The Sources
SOURCES

** International convention / sponsored by international organizations, such as UN ** International custom / some rules have simply been around for such long time ** General principles of law recognized by civilized nations / ** Treaties / agreements between one or more nations

International Body (PERSONS)

State:

Independent

Dependent

Inchoate p16

International Organizations:

FAO ICAO IFAD ILO IMF IMO ITU UNESCO UPU WHO WIPO WMO World Bank IBRD IDA IFC p29

Trade What are INCOTERMS ?

I n c o t e r m is an abbreviation of International Commercial Terms, which were first published in 1936 by the International Chamber of Commerce (ICC). Since that time there have been six different revisions and updates to the Incoterms.

INCOTERMS

The IN CO TERMS provide a common set of rules for the most often used international terms of trade.

LEGAL SYSTEMS
The Romano Germanic Civil Law

System System

P45

Anglo American Common Law

P50

Islamic Law System

P51

UNIFORM COMMERCIAL LAW

UCC
USA, it is code, which has been

adopted in all fifty state, the District of Colombia and the most U.S. territories.
Uniform laws governing commercial

transaction

UNIFORM COMMERCIAL LAW

To simplify, clarify and modernize the

law governing commercial transactions.

To permit the continued expansion of

commercial practices through custom, usage, and agreement of the parties.

To make uniform the law among the various

jurisdictions.

( III )

Contract

Contract

A Contract is any agreement between two or more parties that a court will enforce because the agreement creates legally binding obligations between or among the parties.

Contract ( the FOUR ELEMENTS)

AGREEMENT

PARTIES
LEGAL PURPOSE CONSIDERATION

Contract
AGREEMENT:

Agreement, reached through a process called offer and acceptance.

Contract
PARTIES:

Competence parties, those having the legal and mental ability to enter into binding contract

Contract
LEGAL PURPOSE:

Legal purpose, an agreement not against the LAW

Contract
CONSIDERATION:

Consideration, something of value given up by each party

Contract

A Contract is any agreement between two or more parties that a court will enforce because the agreement creates legally binding obligations between or among the parties.

CISG The United Nation Convention on contracts for the International Sale of Goods
Came into effect on January 1st. 1988

CISG
The CISG is organized in four parts:
PART I

= the rules PART II = the formation of contracts PART III = the rights & obligations PART VI = the ratification

C.I.S.G. Article 1 al. 1

This convention applies to contracts of sale of

goods between parties whose place of business are in different states:

(A) when the states are Contracting States; Or (B) when the rules of private international law lead to the application of the law of a Contracting state

International Contract Formation

A German importer contracts with an Italian

bacon exporter for the purchase of 200 tons of bacon.

The German importer makes his offer by fax,

stating the quantity, the price, the time for delivery, and the packaging specifications (in polyethylene bags).

International Contract Formation contd

The Italian exporter accepts, also by fax,

indicating that the merchandise will not be packaged. The German importer confirms the delivery date. After an initial shipment of 84 tons, the German importer refuses to take delivery of the remaining 116 tons. He had experienced difficulties with the German food agency.

International Contract Formation contd

C.I.S.G. article 19. 1. A reply to an offer which purports to

be an acceptance but contains additions, limitations, or other modifications is a rejection of the offer, and constitutes a counter-offer.

International Contract Formation contd

C.I.S.G. article 19 (contd). 2. However, a reply to an offer which purports to be an acceptance but contains addition or different terms which do not materially alter the terms of the offer constitutes an acceptance, unless the offeror, without undue delay, objects orally to the discrepancy or dispatches a notice to that effect.

THANKS