Before turning to how the various national laws may affect the interpretation and application of an international contract (which will be the subject of Part 3 of this book), some methodological questions must be addressed. Should an international contract be governed by a national law different from the one that inspired its drafting? Should an international contract be governed by a national law at all? Rather, should not an international contract be subject to a harmonised, transnational law? The thesis of this chapter is that the applicable law should be chosen according to the general conflict rules, even though this would lead to a situation where the contract is governed by a law different from the law that inspired it. Furthermore, the contract is ultimately subject to a state law, even though the underlying transaction is international.
|Title of host publication||Boilerplate clauses, international commercial contracts and the applicable law|
|Place of Publication||Cambridge|
|Publisher||Cambridge University Press|
|Publication status||Published - 2011|
Cordero-Moss, G. (2011). Does the use of common law contract models give rise to a tacit choice of law or to a harmonised, transnational interpretation? In G. Cordero-Moss (Ed.), Boilerplate clauses, international commercial contracts and the applicable law (pp. 37-61). Cambridge University Press. https://doi.org/10.1017/CBO9780511667503, https://doi.org/10.1017/CBO9780511667503.007