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Contract

International Business Law

Dr. A. Mohamed A. Badr

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Course Objectives

Identifying the International Business

LAW 1-13

Finding legal sources and legal system14- 21

Contract 22- 40

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( I )

Iden t i fy ing the

In ternat ional Bus iness

Law

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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 suchsystem of rules

WAY LAWS ARE RULES MADE IN THEPROPER AND FOR THE RIGHT REASONS

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Why Laws are needed?

Protection of the individual

Protection of society

Protection of propertyPromotion of worthwhile social

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

and scholarships)..........

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Development of LAW

ROMAN & COMMON

ROMAN

Decisions were made by judges or juries, thewritten record of those decision was not kept.The decisions were passed on by word ofmouth from generation to generation. Duringthe reign of the Emperor Justinian ( A.D 527565) a great body of law was developed andWRITTEN.

WRITTEN LAWS

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Development of LAWROMAN & COMMON

COMMON

The English system, it is the body of legaldecision made by English courts judges,

under the authority of the king, over a periodof many years. English judges traveled tovarious communities in their locality to holdcourt and try cases. The made decisions

based on local customs and traditions butthey did not write those decisions down.

UNWRITTEN LAWS

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What is International Law?

It is body of rules and norms regulates

activists carried on outside the local

legal boundaries of nations, inparticular, it regulates three

international relationships:

1. Between STATES and STATES2. Between STATES and PERSONS

3. Between PERSONS and PERSONS

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International Law

Public International Law

Law regulating relations between states

Private International Law

Law regulating the affairs of private

persons internationally.

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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 & functiontreaty, doctrine incorporation/ domestic law& transformation/ inter. law, and agreement )P12 (UN 23 / 28)

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Private International Law

NONCOMMERCIEL

Tort, Nationality, Marriage, Divorce and

Inheritances

COMMERCIAL

Contract, Sales, Transportation, Moneybanking, Financing, Antitrust, Taxation,

Practices and securities Regulations.

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Private International LawCOMMERCIAL

Contracts

Sales

TransportationMoney Banking

Financing

Antitrust

Taxation,Practices

Securities Regulations.

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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 GOODBUSNINESS ORGANIZATION and

AGENCY

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( II )

Find ing legal sources andlegal sys tem

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The Sources

SOURCES

** International convention / sponsoredby international organizations, such as

UN** International custom / some rules

have simply been around for such longtime

** General principles of law recognizedby civilized nations /

** Treaties / agreements between one ormore nations

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International Body (PERSONS)

State:

Independent Dependent Inchoate p16

Internat ional Organizat ions:

FAO ICAO IFAD ILO IMF IMO

ITU UNESCO UPU WHO WIPOWMO World Bank IBRD IDA

IFC p29

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Trade

What are INCOTERMS ?

I n c o t e r m is an abbreviation ofInternational Commercial Terms,

which were first published in 1936by the International Chamber of

Commerce (ICC). Since that time

there have been six differentrevisions and updates to the

Incoterms.

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INCOTERMS

The IN CO TERMS

provide a common set ofrules for the most often

used international terms of

trade.

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LEGAL SYSTEMS

The Romano Germanic Civil Law

System P45

Anglo American Common LawSystem P50

Islamic Law System P51

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UNIFORM COMMERCIAL LAW

U C CUSA, it is code, which has been

adopted in all fifty state, the District ofColombia and the most U.S. territories.

Uniform laws governing commercialtransaction

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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.

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( III )

Contract

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Contract

A Contract is any agreement

between two or more part ies

that a court will enforce

because the agreement

creates legal ly b ind ingobl igat ionsbetween or

among the parties.

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Contract ( the FOUR ELEMENTS)

AGREEMENT

PARTIES

LEGAL PURPOSE

CONSIDERATION

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Contract

AGREEMENT:

Agreement, reached th rough

a process cal led o ffer and

acceptance.

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Contract

PARTIES:

Competence part ies, those

having the legal and mental

abi l i ty to enter into binding

contract

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Contract

LEGAL PURPOSE:

Legal pu rpose, an agreement

no t agains t the LAW

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Contract

CONSIDERATION:

Cons iderat ion, something o f

value given up by each party

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Contract

A Contract is any agreement

between two or more part ies

that a court will enforce

because the agreement

creates legal ly b ind ingobl igat ionsbetween or

among the parties.

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C I S G

The United Nation Convention

on contracts for theInternational Sale ofGoods

Came into effect on January 1st. 1988

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C I S G

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

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

This convention applies to contracts of sale ofgoods between parties whose place ofbusiness are in different states:

(A) when the states are Contracting States;

Or

(B) when the rules of private internationallaw lead to the application of the law of aContracting state

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International ContractFormation

A German importer contracts with an Italianbacon exporter for the purchase of 200 tonsof bacon.

The German importer makes his offer by fax,stating the quantity, the price, the time fordelivery, and the packaging specifications (in

polyethylene bags).

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International ContractFormationcontd

C.I.S.G. article 19.

1. A reply to an offer which purports tobe an acceptance but containsadditions, limitations, or othermodifications is a rejection of the

offer, and constitutes a counter-offer.

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International ContractFormationcontd

C.I.S.G. article 19 (contd).

2. However, a reply to an offer which purports

to be an acceptance but contains additionor different terms which do not materiallyalter the terms of the offer constitutes anacceptance, unless the offeror, withoutundue delay, objects orally to thediscrepancy or dispatches a notice to thateffect.

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THANKS