Supply chains

► Full Reference: S. Dadush, “Prosocial Contracts: Making Relational Contracts More Relational”, Law and Contemporary Problems, vol. 85, no. 2, 2022, pp. 153-175. - ► Summary: starting from the mass cancellation of garment orders by fashion brands at the outset of the Covid-19 pandemic, to the detriment of suppliers and their workers, the author proposes “prosocial contracts”: supply contracts that take into account the people affected by their performance, starting with the workers in the chain, and that make relational contracts more truly relational. - 🦉 The article is available in full text to those registered in Professor Marie-Anne Frison-Roche’s courses.

► Full Reference: J. L. Short, M. W. Toffel and A. R. Hugill, “Monitoring Global Supply Chains”, Strategic Management Journal, vol. 37, no. 9, 2016, pp. 1878-1897. - ► Summary: to guard against reputational spillovers from the dangerous, illegal or unethical conduct of their suppliers, firms increasingly rely on private social auditors. Analysing nearly 17,000 supplier audits, the authors show that auditors report fewer violations when they have audited the factory before, when audit teams are less experienced or less trained, when they are all male, and when the audit is paid for by the audited supplier. They draw lessons on governance structures that can reduce information asymmetries in supply chains. - 🦉 The article is available in full text to those registered in Professor Marie-Anne Frison-Roche’s courses.

► Full Reference: D. V. Snyder, S. A. Maslow and S. Dadush (Working Group to Draft Model Contract Clauses to Protect Human Rights in International Supply Chains, ABA Business Law Section), “Balancing Buyer and Supplier Responsibilities: Model Contract Clauses to Protect Workers in International Supply Chains, Version 2.0”, The Business Lawyer, vol. 77, no. 1, 2021-2022, pp. 115-182. - ► Summary: report of a working group of the American Bar Association Business Law Section proposing model contract clauses (Model Contract Clauses, Version 2.0) to protect workers in international supply chains. Departing from the model of the buyer’s unilateral control over the supplier, Version 2.0 shares responsibilities between the two, imposes obligations on the buyer itself and favours remediation for the benefit of workers over mere termination of the contract. - 🦉 The article is available in full text to those registered in Professor Marie-Anne Frison-Roche’s courses.

► Full Reference: R. C. Bird, “Contractual Deterrence and the Ethical Supply Chain”, Boston College Law Review, vol. 63, no. 8, 2022, pp. 2539-2620. - ► Summary: the author starts from the contractual architecture of global supply chains and the “cat and mouse” game through which suppliers evade the controls of lead firms. Drawing on deterrence theory, he argues that contractual enforcement of ethical standards is effective only if it is predictably certain – monitoring capacity, transparency between lead firms and suppliers, a track record of actual enforcement – and equitably significant, which requires deterrence-based trust and real influence over the contractual relationship. - 🦉 The article is available in full text to those registered in Professor Marie-Anne Frison-Roche’s courses.

► Full reference: F. Cafaggi and P. Iamiceli, « La dimension systémique des pratiques commerciales déloyales dans les chaînes d’approvisionnement alimentaire : un point de vue sur la directive 2019/633/UE et sa transposition par les États membres » (The Systemic Dimension of Unfair Trading Practices in Food Supply Chains: A Perspective on Directive 2019/633/EU and its Transposition by the Member States), Revue internationale de droit économique, 2021/4, vol. XXXV, pp. 91-122; article largely based on “Unfair Trading Practices in Food Supply Chains. Regulatory Responses and Institutional Alternatives in the Light of the New EU Directive”, European Review of Private Law, vol. 27, no. 5, 2019, pp. 1075-1114. - ► Summary: the authors argue that unfair trading practices in supply chains have specific features which call for specific rules and remedies. They distinguish isolated practices, whose effects remain essentially within the bilateral contractual relationship, from systemic practices, whose effects spread directly or indirectly along the chain and have far more serious consequences, both distributive and exclusionary. Drawing on Directive 2019/633/EU on unfair trading practices in the agricultural and food supply chain and its transposition by several Member States, they build a conceptual framework to supplement European and national regulation with rules reflecting the chain dimension of these practices: systemic effects should be taken into account both in defining the prohibited practice and in choosing and shaping sanctions and remedies. Although Member States have rarely adopted these distinctions in transposition, they could play an important role before the courts when liabilities, sanctions and remedies must be determined. - 🦉 The article is available in full text to those registered in Professor Marie-Anne Frison-Roche’s courses.