INTRODUCTION TO PRIVATE INTERNATIONAL LAW
Dr. Andrzej W. Wiśniewski
International Law of Contract:
General Problems; Choice of Law
1. The concept and sources of the international law of contract
1.1. General remarks: the scope and sources of the law of contracts
1.2. The substantive method: the Vienna Convention (see Exhibit I below)
1.3. The European uniform conflict law: the Rome Convention and the Rome I Regulation. The scope of uniform regulation
1.4. Polish conflict rules in the area of the law of contract (PIL, Arts. 28 – 30 and 38)
1.5. The area closely related to contracts: obligations resulting from a unilateral act (PIL, Art. 32).
2. Choice of law in the international law of contract
2.1. Justification of the rule of the freedom of choice
2.2. Art. 4 of PIL: regulation of general aspects of the choice of law wherever permitted by the PIL Act (see Art. 23 item 1, Art. 30 item 1, Art. 32 item 1, Art. 39 item 1, Art. 51 item 1, Art. 64); to the exception of Art. 30, no relevance for contractual obligations
2.3. Art. 3 item 1 Rome I Regulation: freedom essentially unlimited; see however Art. 6 item 2 (consumer contracts)
2.4. “Substantive” choice of law and its effects (Art. 3 item 3 Rome I Regulation)
2.5. The scope of the choice of a non-EU law in case of a relationship having no non-EU connection: Art. 3 item 4 Rome I Regulation
2.6. Modalities and internal limitations of the choice of law: Art. 3 item 2 Rome I Regulation; compare Art. 4 PIL.
3. The legal structure of the choice of law act
3.1. A factual circumstance or an act in law? See Art. 3 item 5 Rome I Regulation (and also Art. 4 of PIL)
3.2. Law applicable to the act of choice of law: the structure of the problem (admissibility subject to the lex fori i.e. the applied conflict rules; existence and validity of the act need a separate connection; possible distinction of formal and material validity)
3.3. Law applicable to the act of choice of law: the uniform law response (existence and validity subject to uniform rules: Art. 10, 11 and 13 Rome I Regulation)
3.4. Law applicable to the act of choice of law: the Polish law response.
United Nations Convention on Contracts for the International Sale of Goods
The States Parties to this Convention,
Being of the opinion that the adoption of uniform rules which govern contracts for the international sale of goods and take into account the different social, economic and legal systems would contribute to the removal of legal barriers in international trade and promote the development of international trade,
Have agreed as follows:
Part I. Sphere of application and general provisions
CHAPTER I. SPHERE OF APPLICATION
(1) This Convention applies to contracts of sale of goods between parties whose places 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.
The parties may exclude the application of this Convention or, subject to article 12, derogate from or vary the effect of any of its provisions.