국제비즈니스계약에 적용되는 법

The article focuses on how to decide the applicable law to international business contracts. Also, the article will summarize the interpretations of contract laws with the various cases related to the issue. International Business Contract is “an legally enforceable agreement” of which the contractors’ places of business exist in different countries which includes sales of good, distributorship or agency for overseas sales, franchise contract, license contract, energy sales contract, plant contract, etc. The international contract needs an applicable contract law for the interpretation or supplementation of the meaning of contract clauses. After the 1st of march, 2005, a contractor of sales of goods who has a business place in Korea would be under the high possibility of application of CISG the contract between him/her and his/her foreign contract partner. In other words, a contractor who has a business site in Korea goes into the sales of goods contract with a contractor who has a business site in a foreign country would be applied to CISG if there’s no Opt-out agreement concerning the CISG of if the foreign contractor’s country doesn’t reserve the indirect application of CISG. Of course, CISG doesn’t apply to all of the sales of goods contracts. The CISG itself defines some product transactions which are excluded from its application. SO, we should decide the applicable law in the Opt-out situation or contracts concerning sales of goods which are excluded from the application of CISG. Non-sales of goods contracts, such as distributorship or agency contract, joint-venture contract, franchise contract, license contract, or plant contract, the proper law would be the law chosen by the parties or decided by the principle of conflicts of law. In the vacancy of the proper or applicable law, lex mercatoria could be applied to the contacts. Sometimes, there are two or more the applicable laws or the proper laws. We should apply the laws in a harmonized way of without any conflict.