JUS1009 International Commercial Law
- Number of credits10
- Teaching semester2025 Autumn
- Language of instructionEnglish
- CampusLillehammer
- Required prerequisite knowledge
None
Negotiating and drafting a contract. Civil law tradition versus common law tradition.
Overview of the most common contractual arrangements: sales of goods, service agreements, joint investment activity, agency, distribution, share production contracts, merger and acquisition, transfer of IP rights, etc. Short-term versus long-term contracts.
Applicable legal framework:
- governing law (international conventions, such as CISG, and national laws)
- transnational sources (UNIDROIT Principles, INCOTERMS, UCP 600, URDG and others)
- mandatory rules
- choice of law. Party autonomy and its limitations.
- choice of dispute resolution method. Mediation, international arbitration, state courts. Applicable legal framework.
- key contractual clauses (payment, delivery terms, responsibility, termination, and some others) and boilerplate clauses. Risk allocation.
- contemporary challenges to international business contracts. Specific contractual responses: human rights clauses, sustainability clauses, etc.
- new frontiers of international commercial law.
Learning Outcome
Completion of the course will lead to the following learning outcomes:
Students
- can identify applicable regulation to international business transactions and have
- clarity over the important role of the contract’s governing law
- can identify limits of party autonomy in international business transactions
- can identify the grounds for application and scope of regulation of the Vienna Convention on International Sales of Goods (CISG)
- can identify the grounds for application and scope of regulation of the UNIDROIT Principles for International Commercial Contracts
- have a general understanding of the role and function of INCOTERMS, the Uniform Customs & Practice for Documentary Credits (UCP 600), Uniform Rules for Demand Guarantees (URDG), and other transnational sources
- have a general knowledge of the frequently used types of contractual arrangements and contractual clauses
Students
- can reflect upon major differences between common law and civil law tradition for contract conclusion, performance, interpretation, and dispute resolution
- can reflect upon consequences for a choice and a failure to choose the applicable law to a contract
- can reflect upon consequences for a choice and a failure to choose dispute resolution mechanism in a contract
- can reflect upon advantages and disadvantages in the use of standard contracts for international business transactions
- can reflect upon contemporary challenges for international business transactions and emerging contractual responses in the form of human rights clauses, sustainability clauses, etc.
- can reflect about new frontiers of international commercial law, such as online transactions and smart contracts
Students
- can identify and address key legal questions connected with the negotiations, conclusion, performance and interpretation of international commercial contracts
- can explain the scope and limits of party autonomy and the critical role of the national law governing international business transactions
- can plan negotiations and draft in English the essential contractual provisions, such as the subject matter, choice of law, payment terms, penalties, entire agreement clause, language, dispute resolution clause
- can explain the underlying rationale behind such terms and the role of an applicable legal framework.
The course combines lectures with practical workshops enabling students to acquire specific contract negotiations, contract drafting, and dispute resolution skills. The course consists of ten lectures, three seminars, three skills workshops, a mandatory assignment (arbeidskrav), and self-study.
A group work of 2-4 students. Students will negotiate and draft a contract on a given factual scenario.
| Form of assessment | Grading scale | Grouping | Duration of assessment | Support materials | Proportion | Comment |
|---|---|---|---|---|---|---|
Written examination with invigilation | ECTS - A-F | Individual | 4 Hour(s) |
| 100 | About permitted aids: all necessary extracts from relevant sources will be provided in the exam text. |