Internationalisering

Deventer, 04 februari 2016

 Introductie vak en docent

Vak: Internationalisering (recht)

Docent: van S. Cleary naar MSc. I. Hageman

Literatuur: Internationaal ondernemen, hoofdstuk 8

of: a basic guide to international business law (HW)

Tentamen: schriftelijk en gericht op toepassing

Enige voorwaarde: aanwezigheid in de lessen

 Week 1 CISG Treaty

CISG:
Weens Koopverdrag, 83 memberstates, salescontracts

Application of the CISG (art. 1, 1 CISG):

Sale of goods (so not services)
International (parties from different memberstates)
Professionals (so strictly Business to Business)
(None of the exceptions of art. 2 and 6)
 CISG

Formation of an agreement (23 CISG):

Offer and Acceptance

Offer (art. 14 CISG):

A proposal for concluding a contract
Adressed to one or more specific persons
(E-Bay? Marktplaats? Newspaper?)
Sufficiently definite
(Otherwise: an invitation to make an offer)
 CISG

When is the agreement concluded?

When the acceptance becomes effective (23 CISG)

The agreement is concluded when the acceptance
reaches the offerer (Reception Theory, art. 18 CISG)

Telephone? Live? Letter? Fax? Email?

Whatsapp?;)
 CISG

Is it possible to cancel your offer?

Withdrawal (intrekken, art. 15): withdrawal must

reach the offeree before or at the same time as the
original offer!

Revocation (herroepen, art. 16): revocation is

possible unless the offeree has sent his or her
acceptance!
 Week 3 Brussels 1

Dutch company orders 15 machines from a German

company. After the delivery the machines appears
to be incomplete. Breach of contract (wanprestatie)?

Always 3 specific questions:

What court of law has jurisdiction? (Brussels 1)
What law has to be applied? (Rome 1)
What is the content of the applicable law (CISG)
 WEEK 3 BRUSSELS 1 REGULATION

System in class: 4 steps concerning Brussels 1:

Step 1: did both parties choose a certain court of law

Art. 25 Brussels 1
Written form or a form that accords with usage?

Step 2: when does the Brussels 1 Regulation apply?

10-01-2015: all member states of the EU
Civil and commercial matter
Nationality is irrelevant, where they live is relevant
 WEEK 3 BRUSSELS 1

Step 3: special provisions Brussels 1 Regulation?

Jurisdiction in insurance matters (artt. 10-16 B-1)
Too specific for this course.
Consumer contracts (artt. 17-19 Brussels 1)
A consumer is a non-professional
Verschil tussen consument als eiser of gedaagde?
Individual employment contracts (artt. 20-23 B-1)
Verschil tussen werknemer als eiser of gedaagde?
Cases concerning immovable property (art. 24 B1)?
 WEEK 3 BRUSSELS 1

Step 4: general provisions on jurisdiction?

Art. 4 Brussels 1: the court of law of the country

of the defendant (gedaagde)
Art. 7-1 Brussels 1: the court of the place of
performance of the obligation
(Tort? 7-2: court of law of the country where the
harmful event occured)

NB: Alternative jurisdiction, the plaintiff can choose!!

 Week 7 Rome 1 + 2

What law has to be applied? (Rome 1 + 2)

Rome 1 Convention: it merely gives rules of reference

Step 1: is Rome 1 applicable?

International contractual obligations
Memberstates: EU except for Denmark
Exception: art. 25, check the conditions of CISG!!!
International, professional, movable, memberstates
Universal effect?
 Week 7 Rome 1 + 2

Step 2: did the parties make a choice?

Artt. 3, 4 Rome 1
Art. 3: freedom of choice (in writing....)

Step 3: No choice? Then special provision?

Consumer contracts (art. 6 Rome 1): law of the
country of the consumer.
Employment contracts (art. 8 Rome 1): law of the
country where the employee usually works.
 Week 7 Rome 1 + 2

Step 4: art. 4 Rome 1

4-1-A: sale of goods: law of the country where the
seller has his residence.
4-1-B: services: law of the country where the
service provider has his residence
4-1-C: immovable property: law of the country
where the property is situated

What about a case of TORT (OD)? Art. 4-1 Rome 2!!!!