Project Manager
Maunsbach, LottaProject manager
Lund UniversityAmount granted
865 000 SEKYear
2015
In commercial contracts, it is common for parties to regulate not only substantive issues but also issues of a procedural nature, such as the form of dispute resolution or the prohibition of standing, pleading and evidence. This study addresses some of the jurisprudential challenges that arise when commercial actors enter into agreements at the interface between civil and procedural law.
The following clause is included in a sales contract: "All persons present at the contractual negotiations are prohibited from disclosing to third parties what has taken place during the negotiations".
This is a civil law confidentiality clause that also has a procedural side. What happens if, in a future dispute, a party invokes the testimony of a person who was present at the contractual negotiations? A party's right to present its case and make any submissions it deems necessary cannot be limited by a confidentiality clause; the clause is procedurally invalid in this respect. On the other hand, the clause has been negotiated in a civil law context and expresses a joint declaration of intent between the parties. This is what is of interest for the current research project. The aim is to investigate and analyze whether a deliberate action by a party in violation of an express contractual term of a procedural nature gives rise to civil law consequences. Can a procedural unlawful contract be valid under civil law and, if so, what civil law sanctions could be applicable?