Contracts (Applicable Law) Act 1992

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CONTRACTS (APPLICABLE LAW) ACT 1992

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CONTRACTS (APPLICABLE LAW) ACT 1992

Index Section Page

1 Meaning of “the Conventions” ..................................................................................... 5
2 Conventions to have force of law ................................................................................. 5
3 Interpretation of Conventions ....................................................................................... 6
4 Revision of Conventions etc .......................................................................................... 6
5 Consequential amendments .......................................................................................... 7
6 Application to Crown..................................................................................................... 7
7 Commencement .............................................................................................................. 7
8 Short title .......................................................................................................................... 7
SCHEDULE 1 9

THE ROME CONVENTION 9
SCHEDULE 2 20

THE LUXEMBOURG CONVENTION 20
SCHEDULE 3 22

THE BRUSSELS PROTOCOL 22
ENDNOTES 27

TABLE OF LEGISLATION HISTORY 27
TABLE OF RENUMBERED PROVISIONS 27
TABLE OF ENDNOTE REFERENCES 27

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CONTRACTS (APPLICABLE LAW) ACT 1992

Received Royal Assent: 15 April 1992
Passed: 15 April 1992
Commenced: See endnotes
AN ACT
to make provision as to the law applicable to contractual obligations
in the case of conflict of laws.
1 Meaning of “the Conventions”

In this Act —
(a) “the Rome Convention
” means the Convention on the law
applicable to contractual obligations opened for signature in
Rome on 19th June 1980 and signed by the United Kingdom on
7th December 1981;
(b) “the Luxembourg Convention
” means the Convention on the
accession of the Hellenic Republic to the Rome Convention signed
by the United Kingdom in Luxembourg on 10th April 1984; and
(c) “the Brussels Protocol
” means the first Protocol on the
interpretation of the Rome Convention by the European Court
signed by the United Kingdom in Brussels on 19th December
1988;
and the Rome Convention, the Luxembourg Convention and the Brussels
Protocol are together referred to as “the Conventions
”1.1

2 Conventions to have force of law2

(1) Subject to subsections (2) and (3), the Conventions shall have the force of
law in the Island.
(2) Articles 7(1) and 10(1)(e) of the Rome Convention shall not have the force
of law in the Island.
1 This section is prospectively amended by the Civil Jurisdiction Act 2001 2 This section is prospectively amended by the Civil Jurisdiction Act 2001.
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(3) Notwithstanding Article 19(2) of the Rome Convention, the Conventions
shall apply in the case of conflicts between the laws of the Island and the
United Kingdom.
(4) For ease of reference there are set out in Schedules 1, 2 and 3 to this Act
respectively the English texts of —
(a) the Rome Convention;
(b) the Luxembourg Convention; and
(c) the Brussels Protocol.2

3 Interpretation of Conventions

[OJ 1980 No C282/1]
(1) Any question as to the meaning or effect of any provision of the
Conventions shall, if not referred to the European Court in accordance
with the Brussels Protocol, be determined in accordance with the
principles laid down by, and any relevant decision of, the European
Court.
(2) Judicial notice shall be taken of any decision of, or expression of opinion
by, the European Court on any such question.
(3) Without prejudice to any practice of the courts as to the matters which
may be considered apart from this subsection —
(a) the report on the Rome Convention by Professor Mario Giuliano
and Professor Paul Lagarde which is reproduced in the Official
Journal of the Communities of 31st October 1980 may be
considered in ascertaining the meaning or effect of any provision
of that Convention; and
(b) any report on the Brussels Protocol which is reproduced in the
Official Journal of the Communities may be considered in
ascertaining the meaning or effect of any provision of that
Protocol.3

4 Revision of Conventions etc3

(1) If at any time it appears to the Council of Ministers that —
(a) there has been a revision of any of the Conventions (including, in
particular, any revision connected with the accession to the Rome
Convention of any State); or
(b) either or both of the provisions mentioned in section 2(2) should
have the force of law in the Island,
3 This section is prospectively amended by the Civil Jurisdiction Act 2001
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the Council of Ministers may by order make such consequential
modifications of this Act or any other statutory provision, whenever
passed or made, as is considered appropriate.4

(2) An order under subsection (1) shall not come into operation unless it is
approved by Tynwald.
(3) In subsection (1) —
“modifications
” include additions, omissions and alterations;
“revision
” means an omission from, addition to or alteration of any of the
Conventions and includes replacement of any of the Conventions to any
extent by another convention, protocol or other description of
international agreement.
5 Consequential amendments

In section 18(1) of the Misrepresentation and Unfair Contract Terms Act 1980, for
the words “proper law of” and “of the proper law” there shall be substituted
“law applicable to” and “of the law applicable to the contract” respectively.5

6 Application to Crown

This Act binds the Crown.
7 Commencement

This Act shall come into force on such day as the Council of Ministers may by
order appoint; and different days may be appointed for different provisions or
different purposes.6

8 Short title

This Act may be cited as the Contracts (Applicable Law) Act 1992.
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SCHEDULE 1

[Section 2]
THE ROME CONVENTION

The High Contracting Parties to the Treaty establishing the European Economic
Community.
Anxious to continue in the field of private international law the work of
unification of law which has already been done within the Community, in
particular in the field of jurisdiction and enforcement of judgments.
Wishing to establish uniform rules concerning the law applicable to contractual
obligations.
Have agreed as follows:
TITLE I - SCOPE OF THE CONVENTION

Article 1 - Scope of the Convention
1. The rules of this Convention shall apply to contractual obligations in any
situation involving a choice between the laws of different countries.
2. They shall not apply to:
(a) questions involving the status or legal capacity of natural persons,
without prejudice to Article 11;
(b) contractual obligations relating to:
- wills and succession,
- rights in property arising out of a matrimonial relationship,
- rights and duties arising out of a family relationship, parentage,
marriage or affinity, including maintenance obligations in respect
of children who are not legitimate;
(c) obligations arising under bills of exchange, cheques and
promissory notes and other negotiable instruments to the extent
that the obligations under such other negotiable instruments arise
out of their negotiable character;
(d) arbitration agreements and agreements on the choice of court,
(e) questions governed by the law of companies and other bodies
corporate or unincorporate such as the creation, by registration or
otherwise, legal capacity, internal organisation or winding up of
companies and other bodies corporate or unincorporate and the
personal liability of officers and members as such for the
obligations of the company or body;
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(f) the question whether an agent is able to bind a principal, or an
organ to bind a company or body corporate or unincorporate, to a
third party;
(g) the constitution of trusts and the relationship between settlors,
trustees and beneficiaries;
(h) evidence and procedure, without prejudice to Article 14.
3. The rules of this Convention do not apply to contracts of insurance which cover
risks situated in the territories of the Member States of the European Economic
Community. In order to determine whether a risk is situated in these territories the
court shall apply its internal law.
4. The preceding paragraph does not apply to contracts of re-insurance.
Article 2 - Application of law of non-contracting States
Any law specified by this Convention shall be applied whether or not it is the law of a
Contracting State.
TITLE II - UNIFORM RULES

Article 3 - Freedom of choice
1. A contract shall be governed by the law chosen by the parties. The choice must
be expressed or demonstrated with reasonable certainty by the terms of the contract or
the circumstances of the case. By their choice the parties can select the law applicable to
the whole or a part only of the contract.
2. The parties may at any time agree to subject the contract to a law other than that
which previously governed it, whether as a result of an earlier choice under this Article
or of other provisions of this Convention. Any variation by the parties of the law to be
applied made after the conclusion of the contract shall not prejudice its formal validity
under Article 9 or adversely affect the rights of third parties.
3. The fact that the parties have chosen a foreign law, whether or not accompanied
by the choice of a foreign tribunal, shall not, where all the other elements relevant to
the situation at the time of the choice are connected with one country only, prejudice
the application of rules of the law of that country which cannot be derogated from by
contract, hereinafter called “mandatory rules
”.
4. The existence and validity of the consent of the parties as to the choice of the
applicable law shall be determined in accordance with the provisions of Articles 8, 9
and 11.
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Article 4 - Applicable law in the absence of choice
1. To the extent that the law applicable to the contract has not been chosen in
accordance with Article 3, the contract shall be governed by the law of the country with
which it is most closely connected. Nevertheless, a severable part of the contract which
has a closer connection with another country may by way of exception be governed by
the law of that other country.
2. Subject to the provisions of paragraph 5 of this Article, it shall be presumed that
the contract is most closely connected with the country where the party who is to effect
the performance which is characteristic of the contract has, at the time of conclusion of
the contract, his habitual residence, or, in the case of a body corporate or
unincorporate, its central administration. However, if the contract is entered into in the
course of that party’s trade or profession, that country shall be the country in which the
principal place of business is situated or, where under the terms of the contract the
performance is to be effected through a place of business other than the principal place
of business, the country in which that other place of business is situated.
3. Notwithstanding the provisions of paragraph 2 of this Article, to the extent that
the subject matter of the contract is a right in immovable property or a right to use
immovable property it shall be presumed that the contract is most closely connected
with the country where the immovable property is situated.
4. A contract for the carriage of goods shall not be subject to the presumption in
paragraph 2. In such a contract if the country in which, at the time the contract is
concluded, the carrier has his principal place of business is also the country in which
the place of loading or the place of discharge or the principal place of business of the
consignor is situated, it shall be presumed that the contract is most closely connected
with that country. In applying this paragraph single voyage charter-parties and other
contracts the main purpose of which is the carriage of goods shall be treated as
contracts for the carriage of goods.
5. Paragraph 2 shall not apply if the characteristic performance cannot be
determined, and the presumptions in paragraphs 2, 3 and 4 shall be disregarded if it
appears from the circumstances as a whole that the contract is more closely connected
with another country.
Article 5 - Certain consumer contracts
1. This Article applies to a contract the object of which is the supply of goods or
services to a person (‘the consumer’) for a purpose which can be regarded as being
outside his trade or profession, or a contract for the provision of credit for that object.
2. Notwithstanding the provisions of Article 3, a choice of law made by the parties
shall not have the result of depriving the consumer of the protection afforded to him
by the mandatory rules of the law of the country in which he has his habitual
residence:
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- if in that country the conclusion of the contract was preceded by a
specific invitation addressed to him or by advertising, and he had taken
in that country all the steps necessary on his part for the conclusion of
the contract, or
- if the other party or his agent received the consumer’s order in that
country, or
- if the contract is for the sale of goods and the consumer travelled from
that country to another country and there gave his order, provided that
the consumer’s journey was arranged by the seller for the purpose of
inducing the consumer to buy.
3. Notwithstanding the provisions of Article 4, a contract to which this Article
applies shall, in the absence of choice in accordance with Article 3, be governed by the
law of the country in which the consumer has his habitual residence if it is entered into
in the circumstances described in paragraph 2 of this Article.
4. This Article shall not apply to:
(a) a contract of carriage;
(b) a contract for the supply of services where the services are to be
supplied to the consumer exclusively in a country other than that
in which he has his habitual residence.
5. Notwithstanding the provisions of paragraph 4, this Article shall apply to a
contract which, for an inclusive price, provides for a combination of travel and
accommodation.
Article 6 - Individual employment contracts
1. Notwithstanding the provisions of Article 3, in a contract of employment a
choice of law made by the parties shall not have the result of depriving the employee
of the protection afforded to him by the mandatory rules of the law which would be
applicable under paragraph 2 in the absence of choice.
2. Notwithstanding the provisions of Article 4, a contract of employment shall, in
the absence of choice in accordance with Article 3, be governed:
(a) by the law of the country in which the employee habitually carries
out his work in performance of the contract, even if he is
temporarily employed in another country; or
(b) if the employee does not habitually carry out his work in any one
country, by the law of the country in which the place of business
through which he was engaged is situated;
unless it appears from the circumstances as a whole that the
contract is more closely connected with another country, in which
case the contract shall be governed by the law of that country.
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Article 7 - Mandatory rules
1. When applying under this Convention the law of a country, effect may be given
to the mandatory rules of the law of another country with which the situation has a
close connection, if and in so far as, under the law of the latter country, those rules
must be applied whatever the law applicable to the contract. In considering whether to
give effect to these mandatory rules, regard shall be had to their nature and purpose
and to the consequences of their application or non-application.
2. Nothing in this Convention shall restrict the application of the rules of the law
of the forum in a situation where they are mandatory irrespective of the law otherwise
applicable to the contract.
Article 8 - Material validity
1. The existence and validity of a contract, or of any term of a contract, shall be
determined by the law which would govern it under this Convention if the contract or
term were valid.
2. Nevertheless a party may rely upon the law of the country in which he has his
habitual residence to establish that he did not consent if it appears from the
circumstances that it would not be reasonable to determine the effect of his conduct in
accordance with the law specified in the preceding paragraph.
Article 9 - Formal validity
1. A contract concluded between persons who are in the same country is formally
valid if it satisfies the formal requirements of the law which governs it under this
Convention or of the law of the country where it is concluded.
2. A contract concluded between persons who are in different countries is formally
valid if it satisfies the formal requirements of the law which governs it under this
Convention or of the law of one of those countries.
3. Where a contract is concluded by an agent, the country in which the agent acts
is the relevant country for the purposes of paragraphs 1 and 2.
4. An act intended to have legal effect relating to an existing or contemplated
contract is formally valid if it satisfies the formal requirements of the law which under
this Convention governs or would govern the contract or of the law of the country
where the act was done.
5. The provisions of the preceding paragraphs shall not apply to a contract to
which Article 5 applies, concluded in the circumstances described in paragraph 2 of
Article 5. The formal validity of such a contract is governed by the law of the country
in which the consumer has his habitual residence.
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6. Notwithstanding paragraphs 1 to 4 of this Article, a contract the subject matter
of which is a right in immovable property or a right to use immovable property shall
be subject to the mandatory requirements of form of the law of the country where the
property is situated if by that law those requirements are imposed irrespective of the
country where the contract is concluded and irrespective of the law governing the
contract.
Article 10 - Scope of the applicable law
1. The law applicable to a contract by virtue of Articles 3 to 6 and 12 of this
Convention shall govern in particular:
(a) interpretation;
(b) performance;
(c) within the limits of the powers conferred on the court by its
procedural law, the consequences of breach, including the
assessment of damages in so far as it is governed by rules of law;
(d) the various ways of extinguishing obligations, and prescription
and limitation of actions;
(e) the consequence of nullity of the contract.
2. In relation to the manner of performance and the steps to be taken in the event
of defective performance regard shall be had to the law of the country in which
performance takes place.
Article 11 - Incapacity
In a contract concluded between persons who are in the same country, a natural person
who would have capacity under the law of that country may invoke his incapacity
resulting from another law only if the other party to the contract was aware of this
incapacity at the time of the conclusion of the contract or was not aware thereof as a
result of negligence.
Article 12 - Voluntary assignment
1. The mutual obligations of assignor and assignee under a voluntary assignment
of a right against another person (‘the debtor’) shall be governed by the law which
under this Convention applies to the contract between the assignor and assignee.
2. The law governing the right to which the assignment relates shall determine its
assignability, the relationship between the assignee and the debtor, the conditions
under which the assignment can be invoked against the debtor and any question
whether the debtor’s obligations have been discharged.
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Article 13 - Subrogation
1. Where a person (‘the creditor’) has a contractual claim upon another (‘the
debtor’), and a third person has a duty to satisfy the creditor, or has in fact satisfied the
creditor in discharge of that duty, the law which governs the third person’s duty to
satisfy the creditor shall determine whether the third person is entitled to exercise
against the debtor the rights which the creditor had against the debtor under the law
governing their relationship and, if so, whether he may do so in full or only to a limited
extent.
2. The same rule applies where several persons are subject to the same contractual
claim and one of them has satisfied the creditor.
Article 14 - Burden of proof, etc
1. The law governing the contract under this Convention applies to the extent that
it contains, in the law of contract, rules which raise presumptions of law or determine
the burden of proof.
2. A contract or an act intended to have legal effect may be proved by any mode of
proof recognised by the law of the forum or by any of the laws referred to in Article 9
under which that contract or act is formally valid, provided that such mode of proof
can be administered by the forum.
Article 15 - Exclusion of renvoi
The application of the law of any country specified by this Convention means the
application of the rules of law in force in that country other than its rules of private
international law.
Article 16 – “Ordre public”
The application of a rule of the law of any country specified by this Convention may be
refused only if such application is manifestly incompatible with the public policy
(“ordre public”) of the forum.
Article 17 - No retrospective effect
This Convention shall apply in a Contracting State to contracts made after the date on
which this Convention has entered into force with respect to that State.
Article 18 - Uniform interpretation
In the interpretation and application of the preceding uniform rules, regard shall be
had to their international character and to the desirability of achieving uniformity in
their interpretation and application.
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Article 19 - States with more than one legal system
1. Where a State comprises several territorial units each of which has its own rules
of law in respect of contractual obligations, each territorial unit shall be considered as a
country for the purposes of identifying the law applicable under this Convention.
2. A State within which different territorial units have their own rules of law in
respect of contractual obligations shall not be bound to apply this Convention to
conflicts solely between the laws of such units.
Article 20 - Precedence of Community law
This Convention shall not affect the application of provisions which, in relation to
particular matters, lay down choice of law rules relating to contractual obligations and
which are or will be contained in acts of the institutions of the European Communities
or in national laws harmonised in implementation of such acts.
Article 21 - Relationship with other conventions
This Convention shall not prejudice the application of international conventions to
which a Contracting State is, or becomes, a party.
Article 22 - Reservations
1. Any Contracting State may, at the time of signature, ratification, acceptance or
approval, reserve the right not to apply:
(a) the provisions of Article 7(1);
(b) the provisions of Article 10(1)(e).
2. Any Contracting State may also, when notifying an extension of the Convention
in accordance with Article 27(2), make one or more of these reservations, with its effect
limited to all or some of the territories mentioned in the extension.
3. Any Contracting State may at any time withdraw a reservation which it has
made; the reservation shall cease to have effect on the first day of the third calendar
month after notification of the withdrawal.
TITLE III - FINAL PROVISIONS

Article 23
1. If, after the date on which this Convention has entered into force for a
Contracting State, that State wishes to adopt any new choice of law rule in regard to
any particular category of contract within the scope of this Convention, it shall
communicate its intention to the other signatory States through the Secretary-General
of the Council of the European Communities.
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2. Any signatory State may, within six months from the date of the communication
made to the Secretary-General, request him to arrange consultations between signatory
States in order to reach agreement.
3. If no signatory State has requested consultations within this period or if within
two years following the communication made to the Secretary-General no agreement is
reached in the course of consultations, the Contracting State concerned may amend its
law in the manner indicated. The measures taken by that State shall be brought to the
knowledge of the other signatory States through the Secretary-General of the Council
of the European Communities.
Article 24
1. If, after the date on which this Convention has entered into force with respect to
a Contracting State, that State wishes to become a party to a multilateral convention
whose principal aim or one of whose principal aims is to lay down rules of private
international law concerning any of the matters governed by this Convention, the
procedure set out in Article 23 shall apply. However, the period of two years, referred
to in paragraph 3 of that Article, shall be reduced to one year.
2. The procedure referred to in the preceding paragraph need not be followed if a
Contracting State or one of the European Communities is already a party to the
multilateral convention, or if its object is to revise a convention to which the State
concerned is already a party, or if it is a convention concluded within the framework of
the Treaties establishing the European Communities.
Article 25
If a Contracting State considers that the unification achieved by this Convention is
prejudiced by the conclusion of agreements not covered by Article 24(1), that State may
request the Secretary-General of the Council of the European Communities to arrange
consultations between the signatory States of this Convention.
Article 26
Any Contracting State may request the revision of this Convention. In this event a
revision conference shall be convened by the President of the Council of the European
Communities.
Article 27
1. This Convention shall apply to the European territories of the Contracting
States, including Greenland, and to the entire territory of the French Republic.
2. Notwithstanding paragraph 1:
(a) this Convention shall not apply to the Faroe Islands, unless the
Kingdom of Denmark makes a declaration to the contrary;
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(b) this Convention shall not apply to any European territory situated
outside the United Kingdom for the international relations of
which the United Kingdom is responsible, unless the United
Kingdom makes a declaration to the contrary in respect of any
such territory;
(c) this Convention shall apply to the Netherlands Antilles, if the
Kingdom of the Netherlands makes a declaration to that effect.
3. Such declaration may be made at any time by notifying the Secretary-General of
the Council of the European Communities.
4. Proceedings brought in the United Kingdom on appeal from courts in one of the
territories referred to in paragraph 2(b) shall be deemed to be proceedings taking place
in those courts.
Article 28
1. This Convention shall be open from 19 June 1980 for signature by the States
party to the Treaty establishing the European Economic Community.
2. This Convention shall be subject to ratification, acceptance or approval by the
signatory States. The instruments of ratification, acceptance or approval shall be
deposited with the Secretary-General of the Council of the European Communities.
Article 29
1. This Convention shall enter into force on the first day of the third month
following the deposit of the seventh instrument of ratification, acceptance or approval.
2. This Convention shall enter into force for each signatory State ratifying,
accepting or approving at a later date on the first day of the third month following the
deposit of its instrument of ratification, acceptance or approval.
Article 30
1. This Convention shall remain in force for 10 years from the date of its entry into
force in accordance with Article 29(1), even for States for which it enters into force at a
later date.
2. If there has been no denunciation it shall be renewed tacitly every five years.
3. A Contracting State which wishes to denounce shall, not less than six months
before the expiration of the period of 10 or five years, as the case may be, give notice to
the Secretary-General of the Council of the European Communities. Denunciation may
be limited to any territory to which the Convention has been extended by a declaration
under Article 27(2).
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4. The denunciation shall have effect only in relation to the State which has
notified it. The Convention will remain in force as between all other Contracting States.
Article 31
The Secretary-General of the Council of the European Communities shall notify the
States party to the Treaty establishing the European Economic Community of:
(a) the signatures;
(b) the deposit of each instrument of ratification, acceptance or
approval;
(c) the date of entry into force of this Convention;
(d) communications made in pursuance of Articles 23, 24, 25, 26, 27
and 30;
(e) the reservations and withdrawals of reservations referred to in
Article 22.
Article 32
The Protocol annexed to this Convention shall form an integral part thereof.
Article 33 This Convention, drawn up in a single original in the Danish, Dutch, English, French,
German, Irish and Italian languages, these texts being equally authentic, shall be deposited in
the archives of the Secretariat of the Council of the European Communities. The Secretary-
General shall transmit a certified copy thereof to the Government of each signatory State.
PROTOCOL
The High Contracting Parties have agreed upon the following provision which shall be
annexed to the Convention:
Notwithstanding the provisions of the Convention, Denmark may retain the rules
contained in Søloven (Statute on Maritime Law) paragraph 169 concerning the
applicable law in matters relating to carriage of goods by sea and may revise these
rules without following the procedure prescribed in Article 23 of the Convention.


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SCHEDULE 2

[Section 2]
THE LUXEMBOURG CONVENTION

The High Contracting Parties to the Treaty establishing the European Economic
Community,
Considering that the Hellenic Republic, in becoming a Member of the Community,
undertook to accede to the Convention on the law applicable to contractual obligations,
opened for signature in Rome on 19 June 1980,
Have decided to conclude this Convention, and to this end have designated as their
plenipotentiaries:
(Designation of plenipotentiaries)
Who, meeting within the Council, having exchanged their full powers, found in good
and due form,
Have agreed as follows:
Article 1
The Hellenic Republic hereby accedes to the Convention on the law applicable to
contractual obligations, opened for signature in Rome on 19 June 1980.
Article 2
The Secretary-General of the Council of the European Communities shall transmit a
certified copy of the Convention on the law applicable to contractual obligations in the
Danish, Dutch, English, French, German, Irish and Italian languages to the
Government of the Hellenic Republic.
The text of the Convention on the law applicable to contractual obligations in the Greek
language is annexed hereto. The text in the Greek language shall be authentic under
the same conditions as the other texts of the Convention on the law applicable to
contractual obligations.
Article 3
This Convention shall be ratified by the Signatory States. The instruments of
ratification shall be deposited with the Secretary-General of the Council of the
European Communities.
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Article 4
This Convention shall enter into force, as between the States which have ratified it, on
the first day of the third month following the deposit of the last instrument of
ratification by the Hellenic Republic and seven States which have ratified the
Convention on the law applicable to contractual obligations.
This Convention shall enter into force for each Contracting State which subsequently ratifies it
on the first day of the third month following the deposit of its instrument of ratification.
Article 5
The Secretary-General of the Council of the European Communities shall notify the
Signatory States of:
(a) the deposit of each instrument of ratification;
(b) the dates of entry into force of this Convention for the Contracting
States.
Article 6
This Convention, drawn up in a single original in the Danish, Dutch, English, French,
German, Greek, Irish and Italian languages, all eight texts being equally authentic,
shall be deposited in the archives of the General Secretariat of the Council of the
European Communities. The Secretary-General shall transmit a certified copy to the
Government of each Signatory State.

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SCHEDULE 3

[Section 2]
THE BRUSSELS PROTOCOL

The High Contracting Parties to the Treaty establishing the European Economic
Community,
Having regard to the Joint Declaration annexed to the Convention on the law
applicable to contractual obligations, opened for signature in Rome on 19 June 1980,
Have decided to conclude a Protocol conferring jurisdiction on the Court of Justice of
the European Communities to interpret that Convention, and to this end have
designated as their Plenipotentiaries:
(Designation of plenipotentiaries)
Who, meeting within the Council of the European Communities, having exchanged
their full powers, found in good and due form,
Have agreed as follows:
Article 1
The Court of Justice of the European Communities shall have jurisdiction to give
rulings on the interpretation of —
(a) the Convention on the law applicable to contractual obligations,
opened for signature in Rome on 19 June 1980, hereinafter
referred to as “the Rome Convention
”;
(b) the Convention on accession to the Rome Convention by the
States which have become Members of the European
Communities since the date on which it was opened for signature;
(c) this Protocol.
Article 2
Any of the courts referred to below may request the Court of Justice to give a
preliminary ruling on a question raised in a case pending before it and concerning
interpretation of the provisions contained in the instruments referred to in Article 1 if
that court considers that a decision on the question is necessary to enable it to give
judgment:
(a) - in Belgium:
la Cour de cassation (het Hof van Cassatie) and le Conseil
d’Etat (de Raad van State),
- in Denmark:
Hojesteret,
Contracts (Applicable Law) Act 1992 SCHEDULE 3



c AT 2 of 1992 Page 23

- in the Federal Republic of Germany:
die obersten Gerichtschöfe des Bundes,
- in Greece:
τα αυωτατα Аικαστήρία,
- in Spain:
el Tribunal Supremo,
- in France:
la Cour de cassation and le Conseil d’Etat,
- in Ireland:
the Supreme Court,
- in Italy:
la Corte suprema di cassazione and il Consiglio di Stato,
- in Luxembourg:
la Cour Supérieure de Justice, when sitting as Cour de
cassation,
- in the Netherlands:
de Hoge Raad,
- in Portugal:
o Supremo Tribunal de Justica and o Supremo Tribunal
Administrativo,
- in the United Kingdom:
the House of Lords and other courts from which no further
appeal is possible;
(b) the courts of the Contracting States when acting as appeal courts.
Article 3
1. The competent authority of a Contracting State may request the Court of Justice
to give a ruling on a question of interpretation of the provisions contained in the
instruments referred to in Article 1 if judgments given by courts of that State conflict
with the interpretation given either by the Court of Justice or in a judgment of one of
the courts of another Contracting State referred to in Article 2. The provisions of this
paragraph shall apply only to judgments which have become res judicata.
2. The interpretation given by the Court of Justice in response to such a request
shall not affect the judgments which gave rise to the request for interpretation.
3. The Procurators-General of the Supreme Courts of Appeal of the Contracting
States, or any other authority designated by a Contracting State, shall be entitled to
request the Court of Justice for a ruling on interpretation in accordance with
paragraph 1.
SCHEDULE 3
Contracts (Applicable Law) Act 1992


Page 24 AT 2 of 1992 c

4. The Registrar of the Court of Justice shall give notice of the request to the
Contracting States, to the Commission and to the Council of the European
Communities; they shall then be entitled within two months of the notification to
submit statements of case or written observations to the Court.
5. No fees shall be levied or any costs or expenses awarded in respect of the
proceedings provided for in this Article.
Article 4
1. Except where this Protocol otherwise provides, the provisions of the Treaty
establishing the European Economic Community and those of the Protocol on the
Statute of the Court of Justice annexed thereto, which are applicable when the Court is
requested to give a preliminary ruling, shall also apply to any proceedings for the
interpretation of the instruments referred to in Article 1.
2. The Rules of Procedure of the Court of Justice shall, if necessary, be adjusted
and supplemented in accordance with Article 188 of the Treaty establishing the
European Economic Community.
Article 5
This Protocol shall be subject to ratification by the Signatory States. The instruments of
ratification shall be deposited with the Secretary-General of the Council of the
European Communities.
Article 67

1. To enter into force, this Protocol must be ratified by seven States in respect of
which the Rome Convention is in force. This Protocol shall enter into force on the first
day of the third month following the deposit of the instrument of ratification by the last
such State to take this step. If, however, the Second Protocol conferring on the Court of
Justice of the European Communities certain powers to interpret the Convention on the
law applicable to contractual obligations, opened for signature in Rome on 19 June
1980, concluded in Brussels on 19 December 1988, enters into force on a later date, this
Protocol shall enter into force on the date of entry into force of the Second Protocol .
2. Any ratification subsequent to the entry into force of this Protocol shall take
effect on the first day of the third month following the deposit of the instrument of
ratification provided that the ratification, acceptance or approval of the Rome
Convention by the State in question has become effective.
Article 7
The Secretary-General of the Council of the European Communities shall notify the
Signatory States of:
(a) the deposit of each instrument of ratification;
Contracts (Applicable Law) Act 1992 SCHEDULE 3



c AT 2 of 1992 Page 25

(b) the date of entry into force of this Protocol;
(c) any designation communicated pursuant to Article 3(3);
(d) any communication made pursuant to Article 8.
Article 8
The Contracting State shall communicate to the Secretary-General of the Council of the
European Communities the texts of any provisions of their laws which necessitate an
amendment to the list of courts in Article 2(a).
Article 9
This Protocol shall have effect for as long as the Rome Convention remains in force
under the conditions laid down in Article 30 of that Convention.
Article 10
Any Contracting State may request the revision of this Protocol. In this event, a
revision conference shall be convened by the President of the Council of the European
Communities.
Article 11
This Protocol, drawn up in a single original in the Danish, Dutch, English, French,
German, Greek, Irish, Italian, Portuguese and Spanish languages, all 10 texts being
equally authentic, shall be deposited in the archives of the General Secretariat of the
Council of the European Communities. The Secretary-General shall transmit a certified
copy to the Government of each Signatory State.
Contracts (Applicable Law) Act 1992 Endnotes


c AT 2 of 1992 Page 27

ENDNOTES

Table of Legislation History

Legislation Year and No Commencement






Table of Renumbered Provisions

Original Current






Table of Endnote References

1
S 1 not in operation. 2
S 2 not in operation. 3
S 3 not in operation. 4
Subs (1) amended by SD 861/11. 5
S 5 not in operation. 6
ADO (ss 4, 6 to 8) 1/5/1993 (SD181/93). 7
OJ 1989 No L48/17]