IIMA - Course Catalogue
Contract Terms in International Business
Prof. Akhileshwar Pathak
Course Description & Objectives
India is completely integrated in the global production, manufacturing, service and consumption chain. Indian companies procure components, raw materials, equipment and plant and machinery from the global market. While India has a large domestic market for its manufactures, it is also a manufacturing base for exports. Similarly, Indian companies supply diverse services to foreign parties and receive services from the global market. The internet has immensely facilitated ready supply and availing of services.
The buying and selling of goods and services can take different forms. The parties may be independent or related as holding and subsidiary companies. A foreign party may be acting as an agent for another. The parties may have a one off transaction or it may be a long enduring relationship, as in the case of distributorship. The contract may be a short one or a long duration contract.
The transactions happen through international business contracts. The contracts make numerous arrangements for the transactions and settle the rights and obligations of the parties on different aspects of the contract. The contract terms are the core of the transaction, governing all aspects of its performance by the parties. Understanding the nature and scope of the terms of the contracts is crucial to efficient and successful management and performance of the contract. The course explores important commonly occurring terms and themes in these international business contracts.
In an ‘international’ contract, the contracting parties are in different jurisdictions but the contract has to select law of a country as the applicable law. English law is most widely adopted by the commonwealth countries. Thus, the course explores contract terms with reference to the law developed by the United Kingdom courts.
The objective of the course is to explore important contract terms and themes in international business contracts. The terms and themes include, entire agreement, modification, warranties, impossibility, liquidated damages, indemnities, agency, title retention, payment mechanisms and exclusions.
The course will use case discussion, class exercise and group presentations.
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