Article 2.1.10 Choice of Law and Jurisdiction

(a) Freedom of Contractual Choice:

(i) Parties to a contract shall have the freedom to select the governing law or forum applicable to their contractual relationship.

(ii) Where the selection of governing law or forum is not express, it may be implied from the terms, conduct of the parties, or context.

(iii) In the absence of an express or implied choice of law or jurisdiction, it will be the system of law most closely connected with the agreement.

(iv) Where the chosen law or forum would result in the enforcement of obligations contrary to Operator governance policy, such choice may in limited circumstances be subject to modification or limitation by ICT Courts.

(b) Conflict of Laws and Cross-Border Transactions:

(i) In cross-border or multi-jurisdictional contracts, the validity, interpretation, performance, and enforcement of obligations shall be determined by the applicable conflict of laws rules adopted under this ICT Code or by the ICT Courts, having regard to established international private law principles.

(ii) Factors relevant to determining the applicable law may include:

(iii) The intention of the parties;

(iv) The place of performance;

(v) The habitual residence or place of business of the parties;

(vi) The centre of gravity or closest connection of the contract;

(vii) The presence of standard terms originating from a specific jurisdiction; and

(viii) The forum in which enforcement is sought.

(c) Mandatory Rules and Limitations: Notwithstanding any agreed choice of law, parties shall not exclude or derogate from provisions of the ICT Code that are mandatory in nature, including provisions adopted to protect consumers, ensure legal certainty, or give effect to recognised Operator governance policy. Mandatory provisions may include, without limitation, licencing requirements, anti-fraud protections, consumer safeguards, or provisions of general public interest.