UNIDROIT's Rules in Practice

In the law of contracts, the term "internationalization" has come to mean the removal of transactions from any nation's legal standards, system of dispute resolution, or commercial practices. The benefits include avoidance of choice-of-law and venue deadlocks, use of clearly defined terms (sometimes specialized for a particular industry) that have attained general international usage, and escape from the jurisdiction of unacceptable laws, legal systems and courts. The trend has picked up speed in recent years, to the point where many business people want their contracts "internationalized" as a matter of course. This volume focuses on the elements that make a contract "international" in the new sense, and the interrelationships between those elements, rather than on the constantly changing mass of attendant detail. It provides an understanding of the principles that underlie the structure of a sound international commercial contract, and aims to give the practitioner the insight necessary to negotiate such a contract successfully, whatever the particular circumstances. To clarify such an understanding of "internationalization", the author describes and analyzes aspects of the following international contract law regimes: the United Nations convention on contracts for the international sale of goods (CISG); the UNIDROIT principles; CISG and UNIDROIT jurisprudence; the "lex mercatoria" and other international, regional, and national contract law principles; privately established rules, standards and certifications; model contracts, provisions, and standards; and international commercial arbitration regimes and other non-national dispute resolution fora. A final chapter deals exclusively with practical applications - when to and when not to "internationalize" a contract, how to plan for effectiveness and the best advantage, and selecting appropriate and consistent devices for "internationalization".