Outline

Overview

There are fundamental principles of contract law governing international commerce. These principles constitute international commercial contract law - an autonomous body of general principles governing contractual obligations, rather than national contract law on an international scale. This unit examines the concept of a new lex mercatoria as it is found in international commerce. The UNIDROIT Principles of International Commercial Contracts are taken as fundamental statement of principles of international commercial contract law. Other statements of general contract or sales law principles are referred to during the unit. This unit examines the search for unity and harmony in transnational commercial contract law. That search proceeds within an historical and institutional framework. We examine the structure of global commerce and the legal institutions relevant to sources of international private law (transnational law) as applied to international commercial contracts. Further information about this unit is available in the Sydney Law School timetable https://canvas.sydney.edu.au/courses/4533/pages/postgraduate-lecture-timetable, unit of study outline https://www.sydney.edu.au/units and academic staff profile https://www.sydney.edu.au/law/about/our-people/academic-staff.html

Unit details and rules

Academic unit	Law
Credit points	6
Prerequisites ?	None
Corequisites ?	None
Prohibitions ?	None
Assumed knowledge ?	undergraduate law degree
Available to study abroad and exchange students	No

Teaching staff

Coordinator	Jeanne Huang, jeanne.huang@sydney.edu.au
Lecturer(s)	Don Robertson, donald.robertson@sydney.edu.au

Type	Description	Weight	Due	Length
Assignment	Essay Plan with Annotated Bibliography (20%) Essay plan from topics provided	20%	Mid-semester break Due date: 04 Oct 2024 at 16:00 Closing date: 18 Oct 2024	3-5 pages
Outcomes assessed:
Participation	Structured class participation (10%) On call class participation	10%	Ongoing	class length
Outcomes assessed:
Assignment	Research Essay (70%) Research Essay	70%	Week 08 Due date: 04 Nov 2024 at 08:00 Closing date: 18 Nov 2024	7000 words / 9 weeks
Outcomes assessed:

Assessment summary

Structured Class Participation (10%): Students (allocated in advance on Days 3 and 4 of class) on call to answer questions and comment on the assigned material, speak to that assigned material in class.

Essay Plan with Annotated Bibliography (20%): By 4.00pm on 4 October 2024 Sydney, Australia time, students are to prepare an outline of the essay topic chosen (see Canvas). The outline must be prepared by reference to the bibliography in the Reading Guide or in class Slides only. The plan must be based on one only of the 2 topics set out below.

a. An identification of the topic and, in broad terms, the issues and or possible solutions to those issues.
b. An annotated bibliography (identifying why the resource is to be used and which part if a lengthy document).
c. The outline is to be substantially based on international contract law principles, not domestic laws, although domestic laws may be used by way of comparison.

The essay outline preparation (on which they can use any resource, including AI (20%) and the actual essay topic (which must be done only using the extensive reading resources in the Reading Guide.)

Research Essay (70%): A choice of topics to be circulated on first day of classes and is due at 8.00am on 4 November 2024, Sydney, Australia time. Essay length: 7,000 words (8,000 words if a Capstone essay). Essay length includes footnotes and references.

Special consideration: Successful grants of Special Consideration may involve alternative tasks, as appropriate.

Word limit penalty: A piece of assessment which exceeds the prescribed word limit will attract a penalty of 10% of the total marks available for the piece of assessment for every 100 words, or part thereof. The total word count for essay and other written assessments will include all footnotes and any bibliography (if required), and exclude acknowledgements of permissible assistance from editors, automated writing tools or generative AI (where use is permitted).

Use of editors or proof-readers: The use of assistance in preparing and editing assessment tasks in this unit of study is strictly prohibited for Research Essay (70%). Assistance includes human and automated writing tools (not including spell checking). The use of Studiosity does not breach this rule but must be acknowledged.

Assessment requirements to pass a unit of study: A student must make a genuine attempt at all assessment tasks set out in this Unit of Study in order to obtain a Pass mark and grade (or above); otherwise an Absent Fail grade will be recorded as the student’s result for this Unit of Study.

Assessment criteria

The University awards common result grades, set out in the Coursework Policy 2021 (Schedule 1).

As a general guide, a high distinction indicates work of an exceptional standard, a distinction a very high standard, a credit a good standard, and a pass an acceptable standard.

Result name	Mark range	Description
High distinction	85 - 100	• Completely answers the question. • Contains striking originality of approach or analysis. • Demonstrates exhaustive or innovative research (where independent research required). • Exceptionally well written, structured and expressed. • Is otherwise exceptional in some way.
Distinction	75 - 84	• Completely answers the question. • Achieves a critical and evaluative approach to the issues. • Content and structure is well organised in support of the argument. • Demonstrates extensive research and analysis to support a well-documented argument. • Generally well expressed and free from errors. • Has a clear structure and is well articulated.
Credit	65 - 74	• Covers main issues fairly well in answering the question. • Contains no significant errors • Demonstrates an attempted critical approach to the issues. • Demonstrates reasonably sound research and analysis in addressing the key issues. • Has a clear structure and reasonably clear expression.
Pass	50 - 64	• Identifies the key issues, but does not follow through with a reasoned argument. • Contains some significant errors. • Displays satisfactory engagement with the key issues. • Offers descriptive summary of material relevant to the question. • Superficial use of material, and may display a tendency to paraphrase. • Demonstrates little evidence of in-depth research or analysis. • Adequate expression. • Overall, demonstrates the minimum level of competence in the assessment and satisfies the requirements to proceed to higher-level studies in the degree or subject area.
Fail	0 - 49	• Does not answer the question. • Contains significant or numerous errors. • Few or no identifiable arguments. • Content that is inappropriate or irrelevant. • Lack of research or analysis. • Difficult or impossible to understand through poor grammar, expression or structure. • Overall, does not demonstrate the minimum level of competence in the assessment.

For more information see sydney.edu.au/students/guide-to-grades

For more information see guide to grades.

Late submission

In accordance with University policy, these penalties apply when written work is submitted after 11:59pm on the due date:

Deduction of 5% of the maximum mark for each calendar day after the due date.
After ten calendar days late, a mark of zero will be awarded.

This unit has an exception to the standard University policy or supplementary information has been provided by the unit coordinator. This information is displayed below:

The late submission of a piece of assessment, which has not been granted an extension, will attract a penalty of 10% of the total marks available for the piece of assessment per calendar day or part thereof. For example, a submission after 4pm but by 11.59pm on the due date for submission will attract a 10% penalty. A submission on the following day after midnight will attract a 20% penalty, a submission on the following day after midnight will attract a 30% penalty, and so on. Late penalties will be strictly applied subject to a grace period of 15 mins. The date and time of submission as recorded by Canvas is taken as the official and final record of a student’s submission.

Academic integrity

The Current Student website provides information on academic integrity and the resources available to all students. The University expects students and staff to act ethically and honestly and will treat all allegations of academic integrity breaches seriously.

We use similarity detection software to detect potential instances of plagiarism or other forms of academic integrity breach. If such matches indicate evidence of plagiarism or other forms of academic integrity breaches, your teacher is required to report your work for further investigation.

Use of generative artificial intelligence (AI) and automated writing tools

You may only use generative AI and automated writing tools in assessment tasks if you are permitted to by your unit coordinator. If you do use these tools, you must acknowledge this in your work, either in a footnote or an acknowledgement section. The assessment instructions or unit outline will give guidance of the types of tools that are permitted and how the tools should be used.

Your final submitted work must be your own, original work. You must acknowledge any use of generative AI tools that have been used in the assessment, and any material that forms part of your submission must be appropriately referenced. For guidance on how to acknowledge the use of AI, please refer to the AI in Education Canvas site.

The unapproved use of these tools or unacknowledged use will be considered a breach of the Academic Integrity Policy and penalties may apply.

Studiosity is permitted unless otherwise indicated by the unit coordinator. The use of this service must be acknowledged in your submission as detailed on the Learning Hub’s Canvas page.

Outside assessment tasks, generative AI tools may be used to support your learning. The AI in Education Canvas site contains a number of productive ways that students are using AI to improve their learning.

Learning support

Simple extensions

If you encounter a problem submitting your work on time, you may be able to apply for an extension of five calendar days through a simple extension.  The application process will be different depending on the type of assessment and extensions cannot be granted for some assessment types like exams.

Special consideration

If exceptional circumstances mean you can’t complete an assessment, you need consideration for a longer period of time, or if you have essential commitments which impact your performance in an assessment, you may be eligible for special consideration or special arrangements.

Special consideration applications will not be affected by a simple extension application.

Using AI responsibly

Co-created with students, AI in Education includes lots of helpful examples of how students use generative AI tools to support their learning. It explains how generative AI works, the different tools available and how to use them responsibly and productively.

Support for students

The Support for Students Policy reflects the University’s commitment to supporting students in their academic journey and making the University safe for students. It is important that you read and understand this policy so that you are familiar with the range of support services available to you and understand how to engage with them.

The University uses email as its primary source of communication with students who need support under the Support for Students Policy. Make sure you check your University email regularly and respond to any communications received from the University.

Learning resources and detailed information about weekly assessment and learning activities can be accessed via Canvas. It is essential that you visit your unit of study Canvas site to ensure you are up to date with all of your tasks.

If you are having difficulties completing your studies, or are feeling unsure about your progress, we are here to help. You can access the support services offered by the University at any time:

Support and Services (including health and wellbeing services, financial support and learning support)
Course planning and administration
Meet with an Academic Adviser

Weekly schedule

WK	Topic	Learning activity
Week -01	DAY 2: PART 1 CONTINUED: Smart legal contracts and the digital world; Relational contracts: principles appropriate to long-term contracts; Private international law (1): Choice of law in international commercial contracts: party autonomy; Private international law (2): Private law systems in international law: choosing ‘rules of law’; International contract law in practice – interpretation, implementation, and reform	Seminar (6.5 hr)
Week -02	DAY 1: PART 1 - THE INSTITUTIONS OF INTERNATIONAL COMMERCIAL CONTRACT: Introductions and preliminaries: Texts, readings and assessments; The shape of 21st century commerce: global value chains and intertwined commerce; Methodology: a principled approach to international commercial law; Transnational contract law: institutions and instruments; The lex mercatoria and the ‘law of international commerce’; Harmonisation of contract law	Seminar (6.5 hr)
Week 04	DAY 3: PART 2 - THE UNIDROIT PRINCIPLES OF INTERNATIONAL COMMERCIAL CONTRACTS 2016: Interpreting, supplementing and using the UNIDROIT Principles; Good faith and fair dealing as the foundation of international commercial law; Form and consideration; Battle of the forms; Offer and acceptance; Modification; Mistake; Discussion about essay plans	Seminar (6.5 hr)
Week 05	DAY 4: PART 2 CONTINUED: Interpretation and terms of the contract; Express and implied obligations; Duty of cooperation and best efforts; Change of circumstances: Hardship; Change of circumstances: Force majeure; Suspension and right to performance; Assurance of performance; Discussion about essay and assessment expectations	Seminar (6.5 hr)

Attendance and class requirements

Attendance: All students are required to attend at least 70% of classes to satisfy the pass requirements for each unit of study. Failure to meet this requirement may result in a student being precluded from undertaking the final assessment.

For units offered in Intensive mode, participation in all scheduled sessions may be expected by a Unit Coordinator in order to satisfy the requirements of the unit.

Referencing: The Sydney Law School expects you to use the Australian Guide to Legal Citation (4th edition, 2018) for your footnoting style, although you should confirm this with your lecturer. A link to the library website where this is set out comprehensively is available at Referencing and Citation Styles: AGLC4.

Study commitment

Typically, there is a minimum expectation of 1.5-2 hours of student effort per week per credit point for units of study offered over a full semester. For a 6 credit point unit, this equates to roughly 120-150 hours of student effort in total.

Required readings

UNIDROIT Principles of International Commercial Contracts, 4th ed., 2016.

UNIDROIT Principles 2016 - UNIDROIT

(https://www.unidroit.org/instruments/commercial-contracts/unidroit-principles-2016/)

Learning outcomes

Learning outcomes are what students know, understand and are able to do on completion of a unit of study. They are aligned with the University's graduate qualities and are assessed as part of the curriculum.

Outcomes
Graduate qualities

At the completion of this unit, you should be able to:

LO1. identify the historical foundations of private international law and critically analyse how the international law regime is applied to contracting practices
LO2. critically analyse the structure and describe the operation of the UNIDROIT Principles
LO3. describe to an advanced level the set of contract rules outlined in the UNIDROIT Principles
LO4. synthesise and apply principles of private international law, the international law regime, UNIDROIT Principles to specific international commercial settings

Graduate qualities

The graduate qualities are the qualities and skills that all University of Sydney graduates must demonstrate on successful completion of an award course. As a future Sydney graduate, the set of qualities have been designed to equip you for the contemporary world.

GQ1	Depth of disciplinary expertise Deep disciplinary expertise is the ability to integrate and rigorously apply knowledge, understanding and skills of a recognised discipline defined by scholarly activity, as well as familiarity with evolving practice of the discipline.
GQ2	Critical thinking and problem solving Critical thinking and problem solving are the questioning of ideas, evidence and assumptions in order to propose and evaluate hypotheses or alternative arguments before formulating a conclusion or a solution to an identified problem.
GQ3	Oral and written communication Effective communication, in both oral and written form, is the clear exchange of meaning in a manner that is appropriate to audience and context.
GQ4	Information and digital literacy Information and digital literacy is the ability to locate, interpret, evaluate, manage, adapt, integrate, create and convey information using appropriate resources, tools and strategies.
GQ5	Inventiveness Generating novel ideas and solutions.
GQ6	Cultural competence Cultural Competence is the ability to actively, ethically, respectfully, and successfully engage across and between cultures. In the Australian context, this includes and celebrates Aboriginal and Torres Strait Islander cultures, knowledge systems, and a mature understanding of contemporary issues.
GQ7	Interdisciplinary effectiveness Interdisciplinary effectiveness is the integration and synthesis of multiple viewpoints and practices, working effectively across disciplinary boundaries.
GQ8	Integrated professional, ethical, and personal identity An integrated professional, ethical and personal identity is understanding the interaction between one’s personal and professional selves in an ethical context.
GQ9	Influence Engaging others in a process, idea or vision.

Outcome map

Learning outcomes	Graduate qualities
Learning outcomes

Responding to student feedback

This section outlines changes made to this unit following staff and student reviews.

No changes have been made since this unit was last offered.

Additional information

Resources - Sydney Law Students

Disclaimer

Important: the University of Sydney regularly reviews units of study and reserves the right to change the units of study available annually. To stay up to date on available study options, including unit of study details and availability, refer to the relevant handbook.

To help you understand common terms that we use at the University, we offer an online glossary.

Current students

Overview

Overview

Unit details and rules

Teaching staff

Assessment

Assessment

Assessment summary

Assessment criteria

Late submission

Academic integrity

Learning support

Learning support

Simple extensions

Special consideration

Using AI responsibly

Support for students

Weekly schedule

Weekly schedule

Attendance and class requirements

Study commitment

Required readings

Learning outcomes

Learning outcomes

Graduate qualities

Outcome map

Responding to student feedback

Responding to student feedback

Additional information

Additional information

Disclaimer

On this page

Useful links

LAWS6958: International Contract Law

Semester 2b, 2024 [Block mode] - Camperdown/Darlington, Sydney

Overview

Overview

Unit details and rules

Teaching staff

Assessment

Assessment

Assessment summary

Assessment criteria

Late submission

Academic integrity

Learning support

Learning support

Simple extensions

Special consideration

Using AI responsibly

Support for students

Weekly schedule

Weekly schedule

Attendance and class requirements

Study commitment

Required readings

Learning outcomes

Learning outcomes

Graduate qualities

Outcome map

Responding to student feedback

Responding to student feedback

Additional information

Additional information

Disclaimer

On this page

Useful links