The articulation of contractual claims in commercial and investment arbitration

This article investigates the articulation of contractual claims within the framework of commercial and investment arbitration, addressing the recurrent question of when a contractual breach by a state-owned entity may rise to the level of a treaty breach attributable to the host state. Through a doctrinal and jurisprudential analysis, it traces the evolution of this issue from early academic debate to key arbitral precedents such as SGS v. Pakistan, SGS v. Philippines, and Garanti Koza v. Turkmenistan. The article discusses the interpretive challenges surrounding umbrella clauses, the distinction between contractual and treaty obligations, and the impact of forum selection clauses on arbitral jurisdiction. It further assesses the role of broadly drafted dispute resolution and most-favoured-nation clauses in extending treaty protection to contractual breaches. The analysis demonstrates that arbitral practice remains inconsistent and fragmented, revealing tensions between party autonomy under contract and the internationalisation of state responsibility under investment treaties. Drawing on comparative case law and practical experience from Iran, the article concludes with drafting recommendations for foreign direct investment contracts to preserve treaty-based avenues of redress. By clarifying the conditions under which contractual obligations may be internationalised, this

کلیدواژه ها:

Contractual Breach ، International Investment Law ، Treaty Breach ، Umbrella Clause