Folks:
Had to call our corporate attorney on a business issue, so I took the
opportunity to ask about international contract law. Here are his
comments (kudos to Phil for already correcting us on the main point):
(a) In general, parties specify the choice of law in a contract. You
have all seen clauses that say "This contract shall be construed in
accordance with the laws of the State of XXX." This same thing
applies to international contracts. A US and Australian company will
sign a contract specifying which law applies, and generally the
courts of both countries will enforce it that way.
(b) There really is no international contract law. There are some
model laws, vaguely equivalent to the US's Uniform Commercial Code
(UCC), called INCO and some UN treaty, but they are not much used,
and would have to be referenced within the contract.
(c) Our attorney stated (and this correlates with my personal
experience in court battles) that in contract law courts will
generally try to find equitable solutions, rather than allow
inequitable results due to minor issues. For example, if a
typographical error said company A would supply a chemical at $1/ML
(intending milliliters) rather than $1/mL, the court would enforce
the intent rather than the error.
He was very skeptical that an Australian court would simply void a
contract if the parties mutually agreed to write it in non-metric
units, as that would likely harm all parties involved. Even worse (in
terms of equitability) would be the parties writing it in non-metric
units with a party receiving goods claiming the contract was void
after receipt but before payment.
Perhaps, Pat, you can give us some more info on this statement:
> >I know that the Australian law specifically provides for a contract
> >to be 'null and void' if any unit other than an 'Australian legal
> >unit of measurement' is used in a contract.
Does "legal unit of measurement" mean "metric only"? How do courts
avoid inevitable inequities by voiding otherwise valid contracts?
Jim Elwell
Jim Elwell, CAMS
Electrical Engineer
Industrial manufacturing manager
Salt Lake City, Utah, USA
www.qsicorp.com
