DETERMINATION OF JURISDICTION IN

INTERNATIONAL SALES CONTRACTS

(Synopsis for Term project in the subject of Commercial Transactions)

Submitted by: Submitted to:

Rajat Sharma Mr. Bipin Kumar
UG III Semester, 1347 Faculty of Law
B.A. LL.B. (Hons)

National Law University, Jodhpur

(July November 2016)
 INTRODUCTION
Jurisdiction means the competence of a court to hear and decide a case. A juristic act is an action
intending to, and capable of having, a legal effect, such as the creation, termination or
modification of a legal right. In Europe, the Brussels Convention sets a common system for the
countries of the EU, disciplining the jurisdiction of the courts of a member state with respect to
the national courts of other member states. Matters relating to the validity or interpretation of a
contract are usually governed by the law of the country where it is made, but when a contract is
made in one country but it is to be performed in another, the law of the place where it is to be
performed is generally the law to be applied. These rules, however, are only based upon the
presumed intention of the parties and may be rebutted by the facts of any particular case in which
a different intention is either expressed or may be inferred. 1 The dual aspect of a sale as both a
commercial and a proprietary transaction is reflected in the rules of choice of law in sale of
goods cases. Accordingly, contractual issues are to be referred to the 'proper law' of the relevant
contract, and proprietary issues to the law of the country where the goods are situated at the
relevant time (lex situs). The expression 'proper law' meant 'the system of law by which the
parties intended the contract to be governed, or, where their intention is neither expressed nor to
be inferred from the circumstances, the system of law with which the transaction has its closest
and most real connection.2 At common law, the parties to the contract were permitted, if they so
wished, to nominate the law of a particular country as the proper law of the contract and if they
did this, their choice was normally conclusive.3

STATEMENT OF PROBLEM
This project aims to understand the way in which jurisdiction of a contract for international sale
is decided and the choice of law that the parties decide to follow. Further, this project also aims
to clear ambiguities related to provisions of various international conventions on Sale of Goods
that talk about jurisdictional problems. This project also aims to highlight various problems that
can arise while deciding on the choice of forums and the ways it can be done.

RESEARCH OBJECTIVES
1 Pollock and Mulla, The Sale of Goods Act, eleventh edition, pp 11-13.
2 Benjamin on Sale of Goods, Vol.3, Part-3, p. 25-004.
3 Vita Food Products Inc. v. Unus Shipping Co. Ltd. [1939] A.C. 277.
 1. To get a deeper understanding of the concept of jurisdiction in international sale contracts
and its need in the modern context of commercial contracts.
2. To see how clearly laid out jurisdiction can mitigate the ambiguities faced by the parties
involved in international sale contracts.
3. To analyze various other possible methodologies for deciding on the choice of forum in
case of international sale of goods contracts.
4. To evaluate the outcome of provisions of jurisdiction under the CISG, Brussels
Convention\, Rome Convention etc. on International Sales.

RESEARCH QUESTIONS
1. What are the various possible types of jurisdiction that can arise in an international
commercial contract?
2. What role does party autonomy play in deciding the jurisdiction and choice of law and
forum?
3. What are the concepts of lex situs and lex fori?
4. What is the applicability of different international conventions on sale of goods?
5. What about international risks the jurisdiction and applicable law?

HYPOTHESIS
The two key elements of this project are jurisdiction and choice of law and appropriate forum.
Clear decisions and agreement upon the choice of law that will be imposed on a sale of goods
contract of an international nature and which court shall have its jurisdiction over such a contract
is very essential in order to avoid unnecessary disputes.

TENTATIVE CHAPTERIZATION
1. Introduction
2. Your Place or My Place- The Concept of Jurisdiction
3. Problems involved in deciding Choice of Law
4. Various Conventions on International Sale of Goods
5. The role of Party Autonomy
6. International Risks
7. Conclusion
8. Bibliography

RESEARCH METHODOLOGY
The research methodology followed for the purpose of completion of this project is Doctrinal in
nature. Primarily, secondary sources of information in terms of cases, commentaries and
treatises, books and articles will be looked at in order to gain a holistic view of the topic.

LITERATURE SURVEY
1. CORPUS JURIS SECUNDUM, VOL.77A, SALES TO SALVAGE.
This encyclopedia discusses and explains key terms such as jurisdiction, proper law, effect of
party autonomy, etc. which help us to understand the jurisdictional issues in a better manner. It
also explains the idea of party autonomy that can be exercised in order to mitigate ambuiguities.

2. POLLOCK AND MULLA, THE SALE OF GOODS ACT (LEXISNEXIS BUTTERWORTHS, 7TH
EDN.)

This book has been used to understand and further elaborate upon the concept of jurisdiction and
choice of law in cases of international sales. It explains how conflict of laws come into the
picture and how are they solved. It also highlights on the uniform laws on international sales
which are in existence through various international conventions.

3. DICEY AND MORRIS, THE CONFLICT OF LAWS, 14TH EDITION.

This book has been used to understand situations in which there exist conflict of laws wherein
laws of different countries differ on the same subject matter. The book contains a different
section on how conflict of laws are to be treated in cases of contracts and especially international
sale of goods contracts.

4. PAUL DOBSON, DOBSON: SALE OF GOODS AND CONSUMER CREDIT (UNIVERSAL LAW
PUBLISHING CO. PVT. LTD., 5TH EDN.)
This scholarly book brings together two associated fields of law on a common platform. It
discusses and explains some particular forms of jurisdiction and different methods of deciding
the choice of law and forum which act as a mechanism for avoiding risk and facilitating better
financial and operational performance.

BIBLIOGRAPHY
1. Legal Issues and Jurisdiction available at-
 http://www.internationaltrade.co.uk/articles_print.php?CID=1&SCID=17&AID=33.
2. CISG Article 31: When Substantive Law Rules Affect Jurisdictional Results available at-
https://www.uncitral.org/pdf/english/CISG25/Brand.pdf
3. UN Convention on Contracts for the International Sale of Goods, Vienna 1980 available
at- http://www.uncitral.org/uncitral/en/uncitral_texts/sale_goods/1980CISG.html