BUSINESS CONTRACT TRANSLATION QUESTIONS – CHAPTER 4-

textbook – (HỒNG LINH)

1. What are the main differences between Anglo-American Law &Continental

Law?
Continental law is fully codified; Anglo-American Law relies on cases and
precedents.

2. Give the main characteristics of Continental Law? Consistency and

uniformity of enforcement.
Predictable

Brief

Nationally accepted

3. Give the main characteristics of Anglo-American Law?

 Justice in the individual case.
 Un Predictable
 Long & detailed
 Internationally accepted

4. What does the applicable law govern?

Questions concerning the validity, interpretation and performance of the contract

5. What are the principles of an enforceable contract?

The parties achieve a “meeting of mind” referring to mutual agreement

The parties are capable of entering a contract

The purpose of a contract is legal

6. The Entire Agreement?

The final written version of the contract replaces all previous agreement
between the parties.

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 7. What is The Whereas Recital? Why is it necessary? It is the Background/
preamble of the Contract.

When the dispute arises, the judge must ask some background questions

8. What is discharge by performance?

Both parties perform their duties exactly according to the contract and the last duty
is fully performed

9. What is termination? Name the two types of termination.

One side may have the right under the contract to end contract

+ Termination for convenience.

+ Termination for default.

10.What is Cancelation?

When one party breaches a contract, the other has the right to demand cancelation
of the contract.

11.What is Rescission?

The parties may simply agree to end their contractual relationship

12.What are the ways to solve disputes?

- Conciliation: An amicable settlement

- Arbitration: a panel of arbitrators solves the disputes

- Litigation: settlement by the court.

13. What is a panel of arbitrators?

A panel of three arbitrators, each party appoints one the two parties appoint
the third arbitrator.

14. What are the advantages of using a panel of arbitrators?

- Quick

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- Costs are predictable

- Decision is business- oriented

- Privacy

15. What may create no- contract situations?

Losing meeting of minds, duress, fraud and mistakes...

16. How does a contract come about?

Through the process of offer and acceptance

17. When a contract does not specify an applicable law, what can decide the law to
apply?

The rules of international private law

18. When is a contract unenforceable?

If it has illegal purpose... ( =... no contract )

The people do not follow the procedure “offer- acceptance”

19. What does the arbitration clause specify?

- The rules of arbitration

- The place and the language of arbitration

- The number of arbitrators

20. Why do parties agree on a definite language contract?

To have a clarity when a contract is translated.