• Journal of Korea Trade
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• 제24권1호
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• pp.113-130
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• 2020

Purpose - This paper examines the legal standards for the interpretation of contract terms in the UNIDROIT Principles of International Commercial Contracts (PICC) and the cases thereunder in order to provide academic implication to promoting an appropriate understanding of this topic in practical business. Design/methodology - This article uses the literature research and case study under the PICC. Findings - the contract terms shall be interpreted according to the common intention of the parties. If such an intention cannot be established, the contract shall be interpreted according to the meaning that reasonable persons of the same kind as the parties would give to it in the same circumstances. The statements and other conduct of a party shall be interpreted according to that party's intention if the other party knew or could not have been unaware of that intention. If not, the reasonable person standard will apply. In applying above articles, all relevant circumstances including the conduct of the parties, practices and usages shall be considered. Terms and expressions shall be interpreted in the light of the whole contract or statement in which they appear and contract terms shall be interpreted so as to give effect to all the terms rather than to deprive some of them of effect. Where contract terms supplied by one party are unclear, contra proferentem rule applies. Where there is discrepancy between several equally authoritative versions of a contract, a preference is given to the interpretation according to the version originally drawn up. Where the parties to a contract have not agreed regarding an important term for their rights and duties, a term which is appropriate in the circumstances shall be supplied. Originality/value - This article examines various cases regarding the topic that were determined under the PICC. By finding legal standards and rulings of relevant cases, this article will help readers in practical business to enhance the ability to apply the provisions to their contracts.

• 무역상무연구
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• 제57권
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• pp.3-34
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• 2013

In the international sales contract, long-term contracts often face hardship in fulfilling the original contract terms by relevant parties due to rapid change and uncertainty of political and economic circumstance. In this case, party who faces hardship of fulfillment terminates contract or demands adaptation to contract condition but if opponent doesn't accept this, it proceeds to commercial dispute needing legal interpretation. Generally it is wise to set forth governing law in contract between parties in the case of international contract, for legal stability. One of universal governing law which relevant parties select by agreement to solve economical hardship of fulfillment is PICC. PICC defines the hardship in detail for renegotiation on following hardship of fulfillment unexpected. In the case of failing renegotiation, Court(arbitral tribunal) conducts termination to contract or adaptation to contract condition through arbitration or mediation. In conclusion, when signing international long-term contract, it is desirous to handle dispute effectively by inserting provisions which can deal with economical hardship in contract or defining PICC as governing law in the case of hardship incurred. It is because it is realistic to handle dispute smoothly to the extent that both parties can be satisfied in the case of hardship incurred, though international contract should be fulfilled.

• International Journal of Computer Science & Network Security
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• 제24권3호
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• pp.29-37
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• 2024

Resorting to electronic arbitration to resolve disputes in international trade contracts is the most important reflection of technological progress on the reality of international commercial arbitration. Electronic is a modern image of traditional arbitration, and this type of arbitration provides many advantages that are not provided by any legal system for resolving disputes, including speed, effectiveness and lower costs. What will this development produce? Through technical progress in the means of communication, it has become conceivable that international trade dealers agree to arbitration via electronic means of communication, followed by the completion of the arbitration process via the Internet, leading to the issuance of the electronic arbitration award in an electronic manner as well.

• 한국중재학회지:중재연구
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• 제27권1호
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• pp.3-35
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• 2017

For recent years, several disputes between Korean consumers and multinational companies have arisen. Since the disputes were big and material that children's safety was at issue, a question started if Korean law properly has protected consumers' rights against multinational companies. While the Korean legal society tried to legislate punitive compensation with this concern, the U.S. Supreme Court reached an interesting case law regarding consumer contracts. A recent trend on consumer contracts in the United States shows that general terms have arbitration clause with class action waiver. As much as international arbitration has worked as the most effective resolution in international commercial disputes, the concept is still foreign and the experts are not approachable to lay individual consumers. However, class action in arbitration can hugely help for lay individual consumers to bring a case before arbitration tribunal. California courts consistently showed the analysis that the practical impact of prohibiting class action in arbitration clause is to ban lay individual consumers from fighting for their rights. However, the Supreme Court held that the arbitration clause shall be enforced as parties agree even if consumers practically cannot fight for their rights in the end. Even though consumer contracts are a typical example of lack of parity and of adhesive contract, the Supreme Court still applies liberalism that parties are equal in power and free to agree. This case law has a crucial implication since Korean consumers buy goods and services from the U.S. and other countries in everyday life. Accordingly, they are deemed to agree on the dispute resolution clauses, which might violate their constitutional right to bring their cases before the adjudication tribunal. This issue could be more important than adopting punitive compensation because consumers' rights are not necessarily governed by Korean law but by the governing law of the general terms and conditions chosen and written by the multinational companies. Thus this paper studies and analyzes the practical reality of international arbitration and influence of arbitration clause with class action waiver with the U.S. Supreme Court and California case laws.

• 무역상무연구
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• 제23권
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• pp.93-127
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• 2004

A contract is made when both parties have reached agreement, or they are deemed to have. After contract the law recognizes rights and obligations arising from the agreement. In order to discover whether agreement was reached between these two parties, we have to analyse the process of negotiation. Recently The People's Republic of China legislated a New Contract Law, which has come into effect since 1st of October 1999. This Law adapts the rules of United Nations(Vienna) Convention on Contracts for the International Sale of Goods and the Unidroit Principles for International Commercial Contracts. And this law is now widely enforced to commercial transactions between individuals, enterprises or other economic organizations of the People's Republic of China and foreign enterprises. Therefore, the foreigner who wish to make a sales contract with Chinese should understand the rules of New Contract Law of China. According to this New Law only a contract which contain offer and acceptance is valid and binding, and it is also pointed out that terms of contact must be certain. Though an oral contract is usually equivalent to a written one, in a case of commercial transactions written contract with signature is desirable. The purpose of this paper is to analyze the new rules of this Law and the new features of their application to commercial transactions in China.

• 무역상무연구
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• 제44권
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• pp.57-84
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• 2009

This Study attempts to compare and analyze on Principle of Change Circumstances under th CISG, PICC and PECL which are covered international commercial contract. In many international commercial contract, time is very important because delays in performance are sanctioned heavily by substantial penalty clauses. When change in circumstances affects contract performance, the contract will often not be suspended or terminated. Therefore, principle of change circumstances is being prepared of fluidity of contract environment and its effect in general. Taking into consideration the problems relating to the renegotiation or adaptation in the cases of radical change of circumstances where the CISG applies, it is suggested that the contracting parties should make clear their intentions, that is, whether they will provide for the possibility of renegotiation where the price of goods has been altered by inserting a hardship clause or for the possibility of mutual discharge from liability in the cases of economic impossibility or hardship by inserting a force majeure clause. Such provision will be desirable especially in situations where there is a long term contract, the price of goods sold tends to fluctuate in the international commerce, or where especially in contracts subjected to arbitration, the parties subject their contract to legal sources or principles of supranational character. Therefore, this study has shown that the hardship provisions in the CISG, PICC and PECL has similarities to each a validity defense and an excuse defense. it was provisions that CISG governs this issue in Article 79, PICC Article 6.2.1, 6.2.2, 6.2.3 and PECL Article 6.111.

• 한국중재학회지:중재연구
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• 제23권3호
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• pp.39-59
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• 2013

This article discusses the use of the UNIDROIT Principles of International Commercial Contracts in international commercial arbitration. Because the Principles are designed specifically for cross-border commercial transactions, the use of the Principles avoids many of the legal rules that would govern from otherwise applicable domestic law that do not reflect the expectations of parties in international trade.

• 정보학연구
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• 제1권2호
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• pp.103-118
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• 1998

이국간의 당사자간에 체결되는 물품매매계약은 전통적인 계약론에서는 일방의 의사표시인 청약과 타당의 의사표시인 승낙에 의해 성립되는 것이 일반적이지만, 오늘날의 급격한 정보화사회에서는 지금까지 서면에 의한 거래를 전제로 한 전통적인 이론이나 규칙만으로는 이러한 상황에 대응할 수 없으므로 미국통일상법전은 제2장에서 매매계약성립의 전제요건에 관한 규정을 대규모로 개정하였다. 이는 컴퓨터화와 정보화사회의 진전을 통해 전자적으로 국제간에 물품매매계약을 체결하고자 하는 당사자들에게 중요한 해석기준이 될 것으로 판단되기 때문에 본 연구에서는 UCC의 주요 개정부분중에서 국제물품매매계약의 성립요건에 관한 신구규정을 비교하고 개정이후의 국제물품매매거래에 미칠 영향과 유의점을 분석한다.

• 통상정보연구
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• 제11권1호
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• pp.45-66
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• 2009

Licensing of information is the standard of the computer information business today. The huge bulk of vendors license their computer information products. The Uniform Computer Information Transactions Act(UCITA), therefore, does not originate licensing contracts. UCITA was developed to provide basic, recognizable default rules for the existing licensing activity that goes on and expands as commerce in computer information expands. UCITA's rules govern licensing of contracts for computer information from formation through performance, including remedies if there is a breach of contract. Included in UCITA are rules for warranties, both implied and express, and rules pertaining to risk of loss in a computer information transaction. Most of the rules in UCITA are the traditional and familiar rules of contract from the law of sales and from the common law, but adapted to the special nature of computer information licensing contracts. Freedom of contract is a dominating underlying policy for UCITA, exactly as that principle is the foundation for the law of commercial transactions, generally, and exactly as that law has served all commercial transactions in the United States and has contributed to the economic growth and health of the United States.

• 통상정보연구
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• 제4권2호
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• pp.1-12
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• 2002

The purpose of this paper is to examine the scope of the application of Preliminary Draft Convention, which will be fixed as international uniform rules soon, in relation to the CISG. First, this Draft Convention will cover service contracts as well as sales contract of goods, but the license agreement will be excepted because it does not transfer the complete property. Second, this will cover the commercial contracts(sales or services) concluded by data message fully or partially. Third, this will be applied in international contract regardless of contracting states or non-contracting states. As it is very difficult to confirm the places of business of contracting parties in on-line contracts, the first criterion to confirm them is the indication by the party in each contract. This presumption may be supplemented, if they are not indicated in the contract, by the location of the equipment and technology supporting an information system used by a legal entity for the conclusion of a contract. It is essential to establish an international uniform rules as soon as possible in order to activate the international businesses with on-line basis. Thus this author hopes that this paper will contribute to the clear understanding to the scope of application of Preliminary Draft Convention for which the UNCITRAL is under working.