The Law Applicable to the International Contracts for the Provision of Computer Software Made Available Via the Internet – Thoughts From the Case Corporate Web Solutions Vs. Dutch Company and Vendorlink B.V.

Document Type : Original Article

Author

Department of Civil Law and Private International Law of the Faculty of Law and Administration of the Cardinal Stefan Wyszyński University in Warsaw, Poland

Abstract

Despite the over 30-year period of validity, rich jurisprudence and numerous studies devoted to it, the application of the provisions of the 1980 United Nations Convention on Contracts for International Sale of Goods still causes numerous problems for courts and participants in international trade. Especially controversial are issues relating to the scope of the Vienna Uniform Sales Law, including in particular:  the question of its application to the sale of digital content, the assessment of the validity of the contract in regard to the content, the interpretation of contractual provisions which do not directly constitute the matter of a sale, or the identification of the parties to the contract. The Judgment of the Dutch Court, Rechtbank Midden-Nederland of March 25, 2015, issued in a dispute between a Canadian computer software vendor and its Dutch users, provides an opportunity to take a closer look at these issues. The main issues this study tries to address are the application of the Vienna Convention to the provision of digital content made available via the Internet, as well as the interpretation of contractual provisions not directly constituting the matter of a sale but related to it. Another examined issue is the law applicable to the identification of the parties and to the validity of the contract with regard to its content. The research is based on the interpretation and critical analysis of the available literature and jurisprudence, with particular emphasis on the Judgment passed by Rechtbank Midden-Nederland on March 25, 2015.

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Volume 3, Issue 5
April 2022
Pages 1-18
  • Receive Date: 01 September 2021
  • Revise Date: 02 December 2021
  • Accept Date: 02 December 2021
  • First Publish Date: 02 December 2021