Examining the Principle of Sovereignty of the Will and Related Theories in Article 968 of the Civil Code and Article 27 of the International Commercial Arbitration Law

The principle of sovereignty of the will as one of the principles governing the conclusion of international contracts means that contracts are subject to the law that is agreed upon by the parties to the contract; This principle is found in Article (27) of Iran's International Commercial Arbitration Law, and it is the Persian translation of Article (28) of the UNCITRAL Model Law, which has led to the issue in the following article: that is, the existence of two different conflict resolution rules in Article (968). Civil Law and Article (27) of Arbitration Law; According to Article (968), Iranians who are parties to an international contract do not have the authority to determine the law governing the contract, and according to another (Article 27), they have this authority to a large extent. The aim of the article is to analyze which of these two rules is the governing rule: the old theory of the rule of the law of the place of conclusion of the contract or the theory of the rule of the rule of will (the law chosen by the parties). Also, the first part of Article (968), which includes the rule of the law of the place where the contract is concluded, is mandatory or optional. Finally, the findings show that the solution to the conflict is the choice of the latter theory (the choice of the law governing the place of conclusion of the contract) and because the provisions of the Civil Law regarding the obligations arising from the sale contract are basically optional, the rule of conflict that makes the place of contractual obligations subject to the law The conclusion of a contract should logically be considered an optional rule.