UNIDROIT basic rules for international trade agreements

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The UNIDROIT basic rules for international commercial contracts (Principles for international commercial contracts; PICC) are non-binding rules for international trade created by UNIDROIT .

Origin and development

As early as 1968, the then UNIDROIT Secretary General Mario Matteucci proposed a standardization of the general legal principles in the field of civil law and commercial law in the form of restatements. In 1971 the board of directors of UNIDROIT decided to include a project in the institute's work program which was initially entitled “Progressive Codification of International Commercial Law” and was later renamed “Elaboration of Rules for International Commercial Contracts”. In 1976 it was still unclear where the project would ultimately lead. It could result in either a model law or a restatement. In 1980 it became apparent that the UNIDROIT signatory states could not agree on a binding uniform international treaty . In the same year, a working group was set up to work out a draft, comprising a total of 19 representatives from all major legal and economic and social systems and leading experts in the fields of comparative law and international commercial law. After almost fifteen years of preparation, work on the 119 articles, which are divided into seven chapters, was completed in May 1994.

In 1997 the UNIDROIT Board of Directors set up another working group to expand the basic rules. This time, in addition to the 17 full members, six observers from interested international organizations were also involved. These organizations were the ASA, the ICC International Court of Arbitration, and the Miland Chamber of National and International Arbitration. It is noteworthy that besides the two representatives from UNCITRAL, all other representatives came from the field of arbitration . In the new version of the basic rules, only minor changes have been made to the existing rules. Progress lies in the addition of four new subject areas, which are intended to counteract the incompleteness of the basic rules, which sometimes posed a problem. With the unanimous approval of the new version by the Board of Directors in April 2004, the number of articles increased to 185 and the number of chapters to ten.

On May 29, 2006, the third working group met to begin preparing the next version of the Principles. This time it comprised 18 full members and twelve observers, with a large part of the observers again coming from the field of arbitration. Again, the old version should remain more or less untouched and four to five new subject areas should be added.

Method and structure

The method chosen was that of restatements, which summarizes the current legal situation. This became known mainly through the American Law Institute , which has been issuing the Restatements of the Law of Contracts since the early 20th century . A rule formulated as an authority or a general rule of law (Black Letter Rule) is followed by a short, comment-like explanation with explanatory examples (Comment), which is an integral part of the rule itself. In the UNIDROIT principles, the notes otherwise customary for restatements, in which comparative law material is listed, have been omitted in order to emphasize the international character of the rules. Right from the start, however, one wanted to be more progressive than the model by consciously choosing the best of the existing rules, which are based on the latest court decisions (“dernier cri de la jurisprudence”). Therefore, the term “pre-statement” for basic rules would be more appropriate in some respects. In legal terms, the UNIDROIT principles are only a mere summary and arrangement of international contract law. Therefore, the acceptance and validity of the basic principles, as with the example, also depend on the reputation of the issuing institution, i.e. the authority of UNIDROIT.

Legal nature

In the literature, within the framework of legal sources, it is argued whether they represent an independent legal system or just general terms and conditions.

Also before state courts it has not yet been conclusively clarified whether the basic rules can be chosen effectively as law.

However, they are recognized as an optional law in most arbitration codes. Also, application without the explicit consent of the parties is not seen as a reason to refuse recognition or a declaration of enforceability of such arbitral awards by state courts.

See also

Web links

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  1. ↑ Minutes of the meeting of April 23, 1968 (morning) in: Annuaire UNIDROIT 1967-68 Tome II, 254, 267 ff.
  2. ↑ Bonell, RabelsZ 56 (1992), 274, 277.
  3. ↑ Matteucci, ULR 1976, 15, 31.
  4. ↑ Zimmermann , JZ 1995, 477, 480; a list of all members can be found in Bonell RabelsZ 56 (1992), 274, 278, fn. 16.
  5. ↑ Zimmermann, ZEuP 2005, 264, 266.
  6. ↑ Bonell, ULR 2004, 5, 5 f.
  7. ↑ Bonell, ULR 2004, 5, 17 ff.
  8. ↑ http://www.unidroit.org/german/principles/contracts/principles2004/blackletter2004.pdf
  9. ↑ Bonell, ULR 2004, 5, 6.
  10. ↑ Archived copy ( Memento of the original dated February 21, 2007 in the Internet Archive ) Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice. . @1@ 2Template: Webachiv / IABot / www.unidroit.org
  11. ↑ Archived copy ( memento of the original from July 9, 2007 in the Internet Archive ) Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice. @1@ 2Template: Webachiv / IABot / www.unidroit.org
  12. ↑ Basedow, ULR 2000, 129, 130.
  13. ↑ Bonell, RabelsZ 56 (1992), 274, 279.
  14. ↑ Berger, ZvglRWiss 94 (1995), 217, 218; Bonell, ULR 1996, 229, 234.
  15. ↑ Minutes of the meeting on April 23, 1968 (morning) in: Annuaire UNIDROIT 1967-68 Tome II, 254, 268.
  16. ↑ Karrer in: Honsell / Vogt / Schnyder Art. 187, Rn. 71; Berger, ULR 2000, 153, 169.
  17. ↑ Berger, ZvglRWiss 94 (1995), 217, 219, Drobnig, ULR 1998, 385, 385.