International Contracting

I contractual liability the non breaching party must prove the other party's fault or negligence in order to be entitled to be indemnified for damages caused by the party breaching the contract. True. False.

Product liability is regulated at international level by: a. An international convention. b. There is no international instrument regulating product liability. National laws shall apply. c. A European directive and an international convention. d. A European directive.

Product liability is defined as: a. Liability on producers for defective products that cause personal injury or damage to property. b. Liability of suppliers when commercialising a product which is defective and that causes damages to third parties. c. Liability of persons or entities that cause damage to products or third parties.

Under product liability, a "producer" is defined as: a. The manufacturer of the product. b. The manufactuer of the finished product, the importer and the supplier (the latter under certain circumstances only. c. The manufacturer, the importer and the supplier of the product (the latter under certain circumstances).

According to the CISG, in the case that one of the parties breaches any obligation according to the contract or to the applicable law: a. If the buyer is the breaching party, the seller may require to the buyer the payment of the price, among other things it may request, and also may require an indemnification for damages to the buyer. b. The non-breaching party has the obligation to go to the court or arbitration tribunal to ask for remedy. c. If the seller is the breaching party, it can ask the buyer to return the price. d. The non-breaching party has the right to require to the breaching party compliance with the contract and indemnification for damages.

Among the obligations of the franchisor, we have the following: a. To grant the franchisee a right to use its trademark and its know-how, and protect the image of the franchise's network. b. To provide the franchisee with technical assistance for the purpose of applying the know-how and management system of the franchisor. c. To act as agent of the franchisee and promote the products to be commercialised in the territory given to the franchisee in exclusivity. d. To give proper instructions to the franchisee on how to operate the franchisee's business.

In the franchise agreement: a. Both parties can promote the trademark and the business of the franchise in the territory granted to the franchisee, if agreed so. b. No obligation to promote the image or the products of the franchisor in the territory granted to the franchisee is required. c. The franchisor is the only party that can carry out promotion and marketing activities in the territory granted to the franchisee to operate the franchise. d. It will depend on what the parties have agreed in the contract; in general, the franchisee will have to pay a royalty for marketing activities carried out by the franchisor in the territory assigned to operate the franchise.

The franchisee: a. Operates the franchise under the instructions of the franchisor for the purpose of selling products to the franchisor's clients. b. Operates its business as an independent party, but has certain obligations vis-à-vis the franchisor. c. Is independent from the franchisor and has no obligations other than selling the products under the franchisor's trademark.

One of the obligations of the franchisor is to allow the franchisee to sell the products to the franchisor's clients. Vertader. False.

One of the essential obligations of the franchisor is to provide the franchisee with training to its employees so that they can apply the know-how of the franchisor correctly. True. False.

Which of the following is not considered as an alternative to directly settle/expand a business abroad?. a. Franchise. b. Transfer of Business. c. Share Purchase Agreement. d. Joint Venture.

The following are advantages of implementing/establishing a Joint Venture: Management shared Cultural differences. True. False.

Whis is the purpose/objetive of creating a Joint Venture?. a. to put in common human resources and materials and share knowledge, in order to achieve an specific result. b. to establish a network. c. To inititate a new business activity. d. to acquire a stake of 100% of a foreign entity.

Which of the following clauses is essential to be included in a LOI?. a. Place of Data Room. b. Exclusivity. c. Place of Closing. d. Terms of Financing.

Carrying out a Due Diligence is the first legal step towards initiating an expansion in a foreign market. True. False.

The CISG has a binding nature. True. False.

What is the purpose of an international convention?. a. To create uniform rules. b. To create general principles of international law. c. To regulate conflicts of law rules.

According to the CISG, the essential obligations of the seller are: (i) delivery of the goods; (ii) handing over the documents relating to the goods to the buyer; and (iii) transfer the property of the goods to the buyer. True. False.

The CISG regulates: a. The formation of the contract, the rights and obligations of the parties and damages to third parties. b. The formation of the contract, the rights and obligations of the parties and actions in case of breach of contract. c. The validity of the contract, the rights and obligations of the parties and actions in case of breach of contract. d. The validity of the contract, the rights and obligations of the parties and the liability of the parties for damages to third parties.

The Viena Convention (CISG) regulates the formation of commercial contracts. True. False.

When does the Rome Convention apply?. a. Always, even if the parties have not submitted to it, but only to contracts entered into before December 17, 2009. b. The Rome Convention is currently not applicable. c. When the parties have expressly submited to it in the contract, as long as the contract has entered into after December 17, 2009.

The Rome I regulation applies directly to the Member States of the European Union. True. False.

The Rome Convention applies to international contracts entered into before December 17, 2009. True. False.

What is the purpose of an international convention?. a. To create general principles of international law. b. To regulate conflicts of law rules. c. To create uniform rules.

What are the essential elements of a contract?. a. Consent, object, cause and form. b. Confidentiality agreement, negotiation, completion and execution of the contract. c. Consent, object, price and form. d. Offer, acceptance and cause.

What are the UNIDROIT Principles?. a. An International Convention. b. A restatement of principles to be applied at international level. c. A binding set of rules of international contracting. d. A European restatement of principles of law.

International principles are mandatory law. True. False.

A European Directive is directly applicable in the Member States. True. False.

A contract has an international character: a. for instance, if the parties are based in different countries or when the applicable law is a foreign one. b. if the contract has significant connections with different countries. c. only if the parties have their place of business or habitual residence in different countries. d. if all relevant elements of the contract are connected with one country only.