Conflict of Laws, Jurisdiction and Governing Law

Introduction and Context

Cross-border commercial transactions rarely belong entirely to one legal system. A contract may be negotiated in Singapore, signed electronically by parties in Germany and Brazil, performed through a supply chain in Vietnam, financed by a bank in the United States, and litigated before a court in England. When a dispute arises, several legal systems may claim authority. The central questions are therefore not simply whether a party breached a contract, but:

• Which court or tribunal may hear the dispute?
• Which legal system governs the parties’ rights and obligations?
• Which rules apply despite the parties’ choice?
• Will the resulting judgment or award be recognized and enforced elsewhere?
• How should parallel proceedings in different countries be managed?

These questions are commonly studied under private international law, also called conflict of laws. The subject is distinct from public international law. Public international law principally regulates states and international organizations; private international law addresses private relationships containing a foreign element.

For international business managers, lawyers and compliance professionals, conflict-of-laws analysis is a form of transaction-risk management. A contract that contains a governing-law clause but no effective forum clause may generate expensive procedural uncertainty. Conversely, a carefully designed dispute-resolution architecture can reduce forum shopping, duplicated proceedings and enforcement risk.

Learning Objectives

By the end of this chapter, students should be able to:

1. Distinguish jurisdiction, governing law and recognition or enforcement.
2. Explain how choice-of-law and forum-selection clauses operate.
3. Evaluate mandatory rules, public policy and sovereign immunity.
4. Analyze parallel proceedings and anti-suit or anti-enforcement measures.
5. Assess whether a judgment or arbitral award is likely to be recognized and enforced.
6. Draft and critique dispute-resolution provisions in cross-border contracts.

1. The Architecture of a Cross-Border Dispute

Three questions must be separated, although they interact.

1.1 Jurisdiction

Jurisdiction is the authority of a court or tribunal to decide a dispute. It may be based on the defendant’s domicile, place of performance, location of property, submission by agreement, or another connecting factor recognized by the relevant legal system.

Jurisdiction has at least two dimensions:

• Jurisdiction over the person or subject matter: whether the forum has authority over the defendant or dispute.
• Jurisdiction to grant effective relief: whether the forum can issue an order capable of affecting relevant persons or assets.

A court may possess jurisdiction but still decline to exercise it under doctrines such as forum non conveniens, lis pendens, or comity.

1.2 Governing law

Governing law, or applicable law, identifies the legal rules used to determine substantive issues such as contract formation, interpretation, breach, validity, damages and limitation periods. The law governing the contract need not be the law of the court hearing the dispute.

For example, an English court may apply Swiss substantive law to a contract between a French seller and a Kenyan buyer. The court’s procedural law, however, will normally remain English law. This distinction is often expressed through the principle that the forum applies its own procedural law—lex fori—while applying the selected or otherwise applicable substantive law.

1.3 Recognition and enforcement

Recognition concerns whether a foreign judgment or award is accepted as legally effective, for example as creating a binding determination or res judicata. Enforcement concerns the coercive measures used to obtain payment or performance, such as attachment of assets.

A judgment may be recognized but difficult to enforce if the debtor has no assets in the recognizing state. Conversely, an award may be enforceable in a country where the defendant has assets even though neither party is incorporated there.

2. Theories and Connecting Factors

Conflict-of-laws systems use connecting factors to relate a dispute to a legal system. Common factors include:

• domicile, habitual residence or incorporation;
• nationality or place of business;
• place of contracting;
• place of performance;
• place where the harmful event occurred;
• location of property;
• closest or most real connection; and
• party agreement.

Historically, formal approaches emphasized territorial rules and the classification of issues. Modern approaches often give greater weight to party autonomy, proximity, legitimate expectations and policy interests.

2.1 Party autonomy

Party autonomy permits commercial parties to select the law governing their contract and the forum for dispute resolution. It promotes predictability and allows parties to choose a neutral legal system. It is particularly important in finance, shipping, construction, technology licensing and international sales.

Party autonomy is not unlimited. A choice may be disregarded where it violates mandatory provisions, public policy, sanctions legislation, insolvency rules, competition law, employment protections or consumer protections. A court may also scrutinize whether consent was genuine, whether the clause was incorporated, and whether the chosen forum is legally available.

2.2 Closest connection and objective rules

If parties have made no effective choice, a court applies its conflict rules. Depending on the legal system and instrument, the analysis may focus on the characteristic performer, the place of performance, the habitual residence of a party, or the country with the closest connection.

No single connecting factor is universally decisive. A seller’s home country may be relevant to a sales contract, but the buyer’s country may have the stronger connection to delivery, regulatory compliance and loss. Courts therefore distinguish between predictable rules and an open-ended search for the most significant relationship.

2.3 Characterization and incidental questions

Before selecting a rule, the court must characterize the issue. A question described as contractual under one legal system may be treated as tort, property, agency, insolvency or corporate law under another. Characterization can determine the applicable connecting factor.

An incidental question arises when resolution of the principal dispute requires deciding a related issue governed by another legal regime—for example, whether a company agent had authority to sign. The forum’s conflict rules determine whether the issue is governed by the main contract law, the law of incorporation, or another system.

3. Choice-of-Law Clauses

A choice-of-law clause should identify the governing legal system with precision. Examples include “the law of New York,” “the laws of Japan,” or “the substantive law of Switzerland, excluding its conflict-of-laws rules.” The final wording can matter because a reference to a jurisdiction may be interpreted to include or exclude its private international law rules.

3.1 Express and implied choice

An express clause is the clearest evidence of party intention. An implied choice may be inferred from the contract’s structure, references to particular statutes, a selected court, standard terms or the use of a recognized legal form. Implied choice is less secure and should not replace express drafting.

3.2 Scope of the clause

A clause governing “this Agreement” may not automatically cover:

• pre-contractual misrepresentation;
• non-contractual confidentiality duties;
• statutory competition claims;
• tort claims;
• restitution;
• corporate authority; or
• disputes involving affiliates that did not sign.

A broad clause such as “any dispute arising out of or relating to this Agreement, including non-contractual obligations connected with it” reduces uncertainty, but local law still determines the clause’s reach.

3.3 Separability and the arbitration agreement

An arbitration clause is generally treated as separable from the underlying contract. The invalidity of the main contract does not automatically invalidate the arbitration agreement. This doctrine supports the tribunal’s ability to decide its own jurisdiction, subject to judicial review under applicable arbitration law.

Separability does not mean that every arbitration clause is valid. Problems may arise from lack of consent, incapacity, uncertain institutional rules, non-arbitrability or failure to identify the subject matter.

3.4 Mandatory rules and overriding provisions

A mandatory rule is a rule that the forum regards as applicable irrespective of the law otherwise governing the contract. Examples may include anti-bribery legislation, sanctions, export controls, competition rules, data protection requirements, insolvency avoidance provisions and employment protections.

The practical analysis should ask:

1. What is the source of the mandatory rule?
2. Does it apply territorially or extraterritorially?
3. Does it invalidate the contract, prohibit performance, impose a fine, or create a private claim?
4. Is the rule applied by the forum, by the place of performance, or by the enforcing state?
5. Can the parties allocate the resulting risk contractually?

A governing-law clause cannot reliably authorize conduct prohibited by mandatory law. A contract selecting a permissive law does not necessarily avoid the sanctions or regulatory rules of the country in which performance occurs.

4. Jurisdiction and Forum Selection

4.1 General jurisdiction

General jurisdiction commonly rests on the defendant’s domicile, habitual residence, incorporation or principal place of business. Its scope varies significantly across legal systems. A corporation’s registration, central management, branch activity or purposeful commercial presence may each be relevant.

4.2 Specific jurisdiction

Specific jurisdiction links the dispute to conduct or events in the forum. Typical bases include a contract performed there, goods supplied there, injury occurring there, or purposeful targeting of customers there. Modern disputes involving digital platforms require careful analysis of whether online activity is merely accessible or deliberately directed toward the forum.

4.3 Exclusive and non-exclusive forum clauses

An exclusive forum clause states that disputes must be brought only before specified courts, subject to applicable law. A non-exclusive clause permits the chosen courts to hear disputes but does not necessarily prevent proceedings elsewhere.

The clause should specify:

• the country and, where useful, the city or court;
• whether the jurisdiction is exclusive;
• whether interim relief may be sought elsewhere;
• whether related claims and affiliates are covered; and
• the language and service arrangements where relevant.

Courts may refuse to enforce a forum clause if it was not incorporated, is pathological or ambiguous, violates public policy, deprives a party of a mandatory protective forum, or would prevent a fair hearing.

4.4 Forum non conveniens and comity

Under forum non conveniens, a court with jurisdiction may stay or dismiss proceedings when another forum is substantially more appropriate. Relevant considerations include access to evidence, availability of witnesses, applicable law, enforceability of the judgment, expense, congestion and the interests of justice.

Comity is the respect courts show to the acts and proceedings of other sovereigns. It is not an automatic rule of deference. Courts balance respect for foreign proceedings against local policy, jurisdictional interests and the risk of inconsistent outcomes.

5. Arbitration as a Transnational Alternative

International arbitration separates the adjudicative forum from national courts, although courts remain important for interim measures, evidence, appointment or removal of arbitrators, and enforcement.

A robust arbitration clause generally states:

• the scope of disputes covered;
• the seat of arbitration;
• the arbitral institution or ad hoc rules;
• the number and method of appointing arbitrators;
• the language;
• the governing law of the main contract;
• the law governing the arbitration agreement, if different; and
• the availability of emergency or interim relief.

The seat is the legal home of the arbitration. It determines the procedural law and the courts with supervisory jurisdiction. The hearing location may differ from the seat. Confusing the two can create uncertainty about challenges to the award and court assistance.

Arbitration may offer neutrality, confidentiality, specialized decision-makers and international enforceability. Its disadvantages include tribunal and institutional costs, limited appeal rights, limited discovery in some systems, and difficulties joining non-signatories.

6. Recognition and Enforcement of Foreign Judgments and Awards

6.1 Foreign judgments

Recognition and enforcement of court judgments usually depend on national law, bilateral or multilateral treaties, and principles of reciprocity or comity. The enforcing court commonly examines:

• whether the originating court had an accepted jurisdictional basis;
• whether the defendant received proper notice and a fair opportunity to be heard;
• whether the judgment is final and conclusive;
• whether the judgment is incompatible with an earlier judgment;
• whether fraud affected the proceedings; and
• whether enforcement would violate public policy.

The enforcing court generally does not retry the merits. This is sometimes called the prohibition on revisiting the substance, although serious jurisdictional or due-process defects may justify refusal.

6.2 Arbitral awards

The New York Convention is the principal international framework for recognition and enforcement of foreign arbitral awards. Its structure is pro-enforcement but permits limited refusal grounds, including incapacity, invalidity of the arbitration agreement, lack of notice, excess of jurisdiction, procedural irregularity, non-binding or annulled awards, non-arbitrability and public policy.

The applicant usually must produce the award and arbitration agreement, together with required translations or authentication. Enforcement strategy should begin before the award is issued by identifying assets, possible interim measures and the law of likely enforcement states.

6.3 Public policy

Public policy, or ordre public, is a safety valve protecting fundamental principles of the enforcing state. It is generally narrower than disagreement with the foreign court’s reasoning. It may include basic procedural fairness, anti-corruption principles, fundamental constitutional values and prohibitions on enforcement of certain unlawful obligations.

Public policy is context-sensitive. A state may distinguish between ordinary mandatory rules and fundamental principles sufficiently important to justify refusing enforcement. Excessive reliance on public policy, however, undermines predictability and international cooperation.

7. Sovereign Immunity

When a state or state-owned entity is involved, jurisdiction and enforcement require special care. Sovereign immunity traditionally protects states from being sued or subjected to enforcement measures without consent. Modern restrictive-immunity approaches distinguish sovereign acts (acta jure imperii) from commercial acts (acta jure gestionis).

A state may waive immunity through an arbitration agreement, a jurisdiction clause, a treaty or legislation, but waiver of jurisdictional immunity does not always equal waiver of immunity from execution. Separate consent may be required before commercial assets can be seized.

Counsel should investigate:

• whether the counterparty is the state, an agency or a separate company;
• whether the entity has authority to contract;
• whether the transaction is commercial or governmental;
• whether the contract contains an express immunity waiver;
• which assets are commercial and attachable; and
• whether local law protects diplomatic, military or central-bank assets.

8. Parallel Proceedings and Procedural Strategy

Parallel proceedings occur when substantially related disputes are pursued before courts or tribunals in more than one country. Risks include inconsistent judgments, duplicated costs, tactical delay and conflicting injunctions.

Possible responses include:

• a motion to stay or dismiss for lis pendens;
• reliance on an exclusive forum clause;
• an anti-suit injunction, where available;
• an anti-enforcement injunction;
• consolidation or coordination of arbitration proceedings;
• security for costs; and
• negotiated protocols for evidence and sequencing.

An anti-suit injunction restrains a party from pursuing foreign proceedings. Its legitimacy and effectiveness vary; courts may issue retaliatory injunctions, and the order may not bind the foreign court. An anti-enforcement injunction seeks to prevent reliance on a foreign judgment or award, but is an exceptional remedy.

The first-to-file approach is not universal. Some systems prioritize the court first seized; others focus on the chosen forum, the closest connection or the risk of abusive litigation. Managers should therefore treat timing as strategic: delay may allow a counterparty to establish a favorable forum, obtain asset-preserving relief or complicate enforcement.

9. Worked Application: Selecting a Dispute Architecture

Assume that a Canadian technology company licenses software to a Malaysian manufacturer. The software is hosted in Ireland, implementation occurs in Malaysia, payments are made through a bank in Singapore, and the contract provides: “This Agreement shall be governed by Swiss law. Any dispute shall be submitted to the courts of Zurich.” The Malaysian customer later alleges misrepresentation and seeks an injunction in Malaysia to prevent suspension of access.

The analysis proceeds in stages.

First, governing law. Swiss law is the express governing law for contractual claims. The clause may not automatically govern independent statutory or tort claims unless its wording is broad and the forum’s conflict rules extend it to related non-contractual obligations.

Second, jurisdiction. The Zurich clause appears to be a forum-selection clause, but its exclusivity is uncertain. “Submitted to” may be interpreted as conferring jurisdiction rather than excluding all other courts. A clearer clause would state that Zurich courts have exclusive jurisdiction, while preserving applications for urgent interim relief in a competent court.

Third, mandatory rules. Malaysian rules concerning technology licensing, consumer or competition protection, data, cybersecurity or public policy may apply despite Swiss governing law, especially to local implementation and operations.

Fourth, interim relief. The Malaysian court may consider whether it can grant urgent relief concerning conduct and infrastructure located in Malaysia. The contractual forum clause does not necessarily eliminate every court’s power to issue provisional measures.

Fifth, enforcement. A Zurich judgment may require recognition under Malaysian law or an applicable treaty. If the parties had selected arbitration seated in Singapore, enforcement might instead proceed under the New York Convention, subject to its refusal grounds.

The commercial lesson is that governing law, forum, interim relief and enforcement must be drafted as a coherent system rather than as isolated boilerplate.

10. Illustrative Case Study: The Meridian Components Dispute

The following is a fictional illustrative case.

Background

Meridian Components Ltd., incorporated in England, entered into a five-year supply contract with Orbis Motors S.A., incorporated in Argentina. Components were manufactured in Poland, delivered to assembly plants in Mexico and paid for in U.S. dollars. The contract selected English law and provided for “exclusive jurisdiction of the courts of London.” It also required Meridian to comply with all applicable export-control and anti-corruption laws.

A dispute arose after Meridian stopped delivery, alleging that Orbis had used an intermediary connected to a sanctioned person. Orbis commenced proceedings in Argentina seeking damages and an order requiring continued supply. Meridian commenced proceedings in London for declarations that suspension was lawful.

Problem

The parties faced competing proceedings, potential mandatory sanctions rules, and uncertainty over whether an Argentine judgment could compel conduct affecting English and Polish operations.

Analysis

The London clause strongly supported English jurisdiction, particularly because it was expressly exclusive. Meridian could seek a stay or dismissal of the Argentine claim, subject to Argentine procedural law and the court’s willingness to respect the clause. It might also seek an anti-suit injunction in England, although such an order would bind Orbis rather than the Argentine court.

The English court would interpret the contract under English law, but the legality of supplying goods into a sanctioned market could depend on applicable export-control rules of the United Kingdom, the European Union, Poland, Mexico and potentially the United States. A contractual promise to supply cannot require unlawful performance.

The enforcement question was distinct. Even if Orbis obtained an Argentine judgment, recognition in England would depend on English rules and any applicable treaty. Meridian’s strategy therefore required asset mapping, not merely a jurisdictional argument.

Approach and outcome

The parties negotiated a procedural standstill. Orbis withdrew its coercive Argentine claim and accepted London proceedings. Meridian agreed to provide limited information about compliance screening while retaining the right to suspend deliveries where legally required. The London court confirmed that the contract permitted suspension pending regulatory clarification.

Learning points

1. An exclusive forum clause can be commercially valuable only if it is clearly drafted and supported by a realistic enforcement strategy.
2. Governing law does not displace sanctions or other overriding mandatory rules.
3. Parallel proceedings should be addressed promptly because procedural remedies are jurisdiction-specific.
4. Compliance clauses should define investigation, suspension, notice and termination rights.
5. Asset location is as important as legal entitlement when assessing litigation or arbitration value.

11. Drafting and Governance Best Practices

A cross-border contract should be reviewed through a structured checklist:

1. Identify all likely jurisdictions connected to the transaction.
2. Select governing law that is sufficiently developed, predictable and commercially suitable.
3. Decide whether courts or arbitration best serve neutrality, confidentiality and enforcement.
4. If using courts, state whether jurisdiction is exclusive or non-exclusive.
5. If using arbitration, specify seat, rules, institution, language and tribunal composition.
6. Address interim measures and emergency relief.
7. Define the scope of the dispute clause, including non-contractual claims and affiliates where appropriate.
8. Test incorporation, authority, capacity and electronic acceptance.
9. Identify mandatory regulatory regimes before performance begins.
10. Map assets and likely enforcement states.
11. Include service-of-process and notice mechanisms.
12. Review the clause when ownership, territory, technology or sanctions exposure changes.

Technology adds further complications. Electronic signatures, platform terms, automated contracting and blockchain-based execution may create questions about identity, assent, location and evidence. Artificial intelligence may assist with clause comparison, sanctions screening and jurisdictional mapping, but it cannot replace legal judgment. AI systems may misclassify foreign legislation, overlook current sanctions or confuse a hearing venue with an arbitral seat. Human review, version control, source verification and confidentiality safeguards are essential.

12. Limitations and Critical Evaluation

No conflict-of-laws framework eliminates uncertainty. National courts apply different jurisdictional standards, interpret party autonomy differently and vary in their approach to public policy. Treaties may not cover every judgment, and reservations or implementing legislation can materially affect results.

There is also a tension between predictability and regulatory legitimacy. Strong enforcement of a chosen law promotes commercial planning, but unrestricted party autonomy may undermine labor, environmental, competition, anti-corruption or human-rights protections. Similarly, expansive anti-suit injunctions may protect contractual expectations while appearing to interfere with another state’s judicial sovereignty.

Graduate-level analysis therefore requires more than identifying a clause. It requires testing the clause against the transaction’s operational geography, mandatory rules, procedural timing, institutional competence and enforcement assets.

Chapter Summary

Conflict of laws in international business separates three linked questions: which forum may decide a dispute, which law governs the parties’ rights, and whether the resulting judgment or award will be recognized and enforced. Party autonomy is central but limited by mandatory rules, public policy, capacity, non-arbitrability and due process. Governing-law clauses should be distinguished from forum-selection clauses, and court litigation should be distinguished from arbitration, whose seat determines its procedural legal framework.

Jurisdiction may arise from domicile, purposeful activity, performance, property or consent. Courts may decline jurisdiction under forum non conveniens, lis pendens or comity principles. Foreign judgments and arbitral awards face different enforcement regimes, with the New York Convention providing a major framework for arbitral awards. Sovereign immunity, parallel proceedings and sanctions can significantly alter risk. Effective contract drafting therefore combines precise dispute clauses with regulatory analysis, interim-relief planning and asset-focused enforcement strategy.

Key Terms

Jurisdiction: Legal authority of a court or tribunal to hear and decide a dispute.

Governing law: The legal system selected or identified to determine substantive rights and obligations.

Recognition: Acceptance of a foreign judgment or award as legally effective.

Enforcement: Use of legal coercive mechanisms to realize a judgment or award.

Private international law: Rules addressing private relationships with a foreign element.

Choice-of-law clause: Contractual provision selecting the law applicable to the agreement.

Forum-selection clause: Provision identifying the court or courts competent to hear disputes.

Exclusive jurisdiction: Requirement that disputes be brought only in the designated forum.

Forum non conveniens: Doctrine allowing a court to decline an inconvenient or inappropriate forum.

Comity: Judicial respect for foreign legal systems and proceedings.

Mandatory rule: Rule applicable regardless of the law otherwise chosen by the parties.

Public policy: Fundamental principles that may justify refusing application or enforcement of foreign law or decisions.

Arbitral seat: Legal place of arbitration determining its procedural supervisory law.

Separability: Principle that an arbitration agreement is legally distinct from the underlying contract.

Lis pendens: Existence of related proceedings pending before another court or tribunal.

Anti-suit injunction: Order restraining a party from pursuing proceedings in another forum.

Sovereign immunity: Protection of a state from jurisdiction or enforcement without sufficient consent.

Lex fori: Law of the forum, normally governing procedural matters.

Party autonomy: Ability of parties to choose governing law and dispute forum.

Non-arbitrability: Legal rule excluding particular disputes from arbitration.

Review Questions

Short Answer Questions

1. Distinguish jurisdiction, governing law and enforcement.
2. What is the difference between an exclusive and a non-exclusive forum clause?
3. Explain the principle of separability in international arbitration.
4. Identify three examples of mandatory rules.
5. Why does the arbitral seat matter?

Long Answer Questions

1. Explain the role and limits of party autonomy in international commercial contracts.
2. Compare the recognition and enforcement of foreign court judgments with arbitral awards.
3. Analyze how public policy and mandatory rules may restrict a governing-law clause.
4. Discuss the strategic advantages and disadvantages of international arbitration compared with court litigation.
5. Explain how sovereign immunity affects litigation and enforcement against states and state-owned entities.

Analytical / Application Questions

1. A contract selects Japanese law and exclusive courts in Tokyo, but goods are delivered in Kenya and a Kenyan statute prohibits the relevant product. Analyze the likely effects of the governing-law and forum clauses.
2. A party files proceedings in a non-exclusive forum while arbitration is pending in Singapore. Identify the legal and strategic responses available to the opposing party.
3. A state-owned electricity company signs a supply contract containing an arbitration clause but no express waiver of execution immunity. Assess the risks of obtaining and enforcing an award.

Multiple Choice Questions with Answers

Question 1

Which question primarily concerns governing law?

A. Which court has authority over the defendant?

B. Which legal rules determine whether the contract was breached?

C. Where are the debtor’s assets located?

D. Whether service of process was completed?

Correct Answer: B. Which legal rules determine whether the contract was breached?

Question 2

What is the usual effect of an exclusive forum-selection clause?

A. It automatically determines the governing substantive law.

B. It requires disputes to be brought only before the designated forum, subject to applicable law.

C. It eliminates all mandatory rules of other countries.

D. It guarantees enforcement of every resulting judgment.

Correct Answer: B. It requires disputes to be brought only before the designated forum, subject to applicable law.

Question 3

Which principle treats an arbitration agreement as distinct from the underlying contract?

A. Comity

B. Forum non conveniens

C. Separability

D. Lis pendens

Correct Answer: C. Separability

Question 4

What does the seat of an arbitration primarily determine?

A. The physical location of every hearing

B. The nationality of the parties

C. The procedural law and supervisory courts of the arbitration

D. The governing law of every contract between the parties

Correct Answer: C. The procedural law and supervisory courts of the arbitration

Question 5

Which is most likely to constitute an overriding mandatory rule?

A. A party’s preferred payment currency

B. A contractual preference for confidential hearings

C. Applicable anti-corruption or sanctions legislation

D. A non-binding industry guideline

Correct Answer: C. Applicable anti-corruption or sanctions legislation

Question 6

Recognition of a foreign judgment generally means that the enforcing court:

A. Accepts the judgment as legally effective, subject to applicable refusal grounds

B. Automatically retries the entire dispute

C. Changes the judgment into an arbitral award

D. Guarantees recovery regardless of the debtor’s assets

Correct Answer: A. Accepts the judgment as legally effective, subject to applicable refusal grounds

Question 7

Which instrument is principally associated with enforcement of foreign arbitral awards?

A. The New York Convention

B. The Vienna Convention on Diplomatic Relations only

C. The Hague Adoption Convention

D. The Chicago Convention

Correct Answer: A. The New York Convention

Question 8

What is an anti-suit injunction designed to do?

A. Seize assets in every foreign country

B. Prevent a party from pursuing proceedings in another forum

C. Invalidate all foreign legislation

D. Appoint an arbitral tribunal automatically

Correct Answer: B. Prevent a party from pursuing proceedings in another forum

Question 9

Why may a state’s waiver of jurisdictional immunity not be sufficient to seize its assets?

A. Jurisdiction and execution immunity can be treated as separate issues.

B. States cannot ever enter commercial contracts.

C. Foreign judgments never apply to states.

D. Arbitration agreements are always invalid against states.

Correct Answer: A. Jurisdiction and execution immunity can be treated as separate issues.

Question 10

A court with jurisdiction declines to hear a case because another forum is substantially more appropriate. Which doctrine is most directly involved?

A. Characterization

B. Forum non conveniens

C. Separability

D. Non-arbitrability

Correct Answer: B. Forum non conveniens