This thesis concerns the legal rules of contractual remoteness: these rules govern the extent of liability that is imposed on a breaching party to compensate for the adverse consequences that the breach causes. It is argued that the allocation of responsibility for such consequences is contained implicitly in the contract: every contract extends beyond its express terms, and the allocation of responsibility for the consequences of breach is one of the matters to which it extends. This latter assertion is supported by the argument that an assumption of responsibility for the consequences of breach is a fundamental part of what it means to make a promise. Hence the rules of remoteness are merely a specialised application of the general legal principles that are used to discover the unexpressed part of an agreement. These legal principles can be seen in operation in the implication of terms and the interpretation of expressed terms.

LL.M. (International Commercial Law) / The main exploration of this paper is whether a breach of contract as a ground for jurisdiction is sufficient for a court in England or South Africa to exercise jurisdiction. This question seems straightforward in England, but not so much in South Africa. England enacted their Civil Procedure Rules to make provision for a court to exercise jurisdiction when a plaintiff who is in England wants to sue a foreign defendant in England.1 The breach of contract must occur in the jurisdiction before an English court will permit service out of the jurisdiction. South Africa’s laws on jurisdiction are derived from Roman law.2 A foreign peregrinus may sue in South Africa either where the incola is domiciled or resident or where the cause of action arises. Breach of contract is allowed in this circumstance. It is necessary for an incola plaintiff to attach property of a foreign peregrinus defendant when he wants to sue the foreign peregrinus in a South African court. This may be done where the attachment founds jurisdiction of the court, ie where the incola sues in the area where he is domiciled or resides, or where the attachment confirms the jurisdiction of the court, ie where the cause of action arises. The cause of action in relation to contracts includes the conclusion of the contract or the performance of the contract in the jurisdiction if the plaintiff sues where the cause of action arises and not where the plaintiff is domiciled or resident. The matter of whether a breach of contract can be regarded as a ratio jurisdictionis is seldom approached by South African courts. In Natal, courts allowed attachment of the defendant’s properties where there were no rationes jurisdictionis...

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The aim of the thesis was to critically compare termination of contracts in South Africa, England and the CISG. It was found out that South Africa prefers to use the term cancellation because it is a remedy of last resort. The problem with cancellation is that is a drastic step of bringing the transaction to an abrupt and premature end, which is only used when a material breach occurs. English law uses the term discharge as it refers to the ending of the obligations under the contract when a breach occurred and represents the point at which one party is no longer bound by its’ contractual obligations and claims damages. Chapter 3 argued that though discharge goes beyond cancellation it does not cater for diverse domestic rules which need uniform international laws. Chapter 4 discussed and argued that avoidance is a term that was chosen by the CISG to end a contract when a fundamental breach occurs. There were problems on interpretation of terms and use of diverse domestic rules. The advantage of the term avoidance is that it is a technical term adopted and given a uniform meaning in the CISG where interpretation of terms and diverse domestic rules did not apply. Avoidance furthermore comprised concepts of rescission and termination. From the above it was argued that South Africa needs to develop new terms for termination of a contract and create new laws along the lines of the CISG. / Private Law / LL. M.