Download Fact pattern DrillOne, company established under the Czech law

Fact pattern
DrillOne, company established under the Czech law and having its registered office in the
Czech Republic, has entered into a contract with a Angers, company established under
the law of Switzerland, having its registered office in Geneva and conducting business in
Germany. Under this contract, which was negotiated in July 2008, the DrillOne should drill
three geothermal wells in Germany.
The contract was negotiated and signed in München, on the commercial paper of the
Angers . The wording of the contract is closer specified in four technical attachments,
previous offers and also the general drilling conditions of Angers. However, the contract
makes express reference only to the four technical attachments and previous offers. The
general drilling conditions of Angers were only attached to the contract.
Because the Angers had insisted on it, the contracting parties have expressly stated the
Nürnberg as a place of performance. However, the wells were in reality performed very
close to the Heidelberg.
The parties haven’t agreed on the law governing the contract. The general drilling
conditions of Angers as well as the previous offers contain only jurisdiction agreement in
accordance to which shall all disputes connected with this contract be decided by the court
in Vienna.
The DrillOne was not able to keep all deadlines and to finish the works in time. Moreover,
the DrillOne has not completely complied with the HSEQ requirements of Angers. The
contract contains liquidated damages for both of these situations, nevertheless the
DrillOne had refused to pay the amount of liquidated damages. Therefore, the Angers
would like to bring an Action against the Drillone.
Your task is to write legal memo and to discuss what law is governing the contract and
where the Angers shall commence proceedings. Think about all possible solutions and
provide the reader with necessary evidence and support for you statements.
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