پارمیدا اسدی

The goal of international investment law is to attract investment to host states and in turn providing protection for foreign investors. In order to achieve this goal, willing states facilitate such conditions by concluding investment treaties with each other in order to encourage investment and accept obligations by granting rights for the investors of the other state.

Investment treatiess and investment contracts are two types of important documents in the field of international investment law, each of which plays a distinct but complementary role in supporting and facilitating cross-border investments. While both aim to create favorable environments for investment, their nature, scope and implications for the parties involved are significantly different.

In order to implement the rights and obligations contained in the investment treaties, the investing states further conclude investment contracts with foreign private investors who are subjects of the state's partner state. In fact, investment contracts for the implementation of any investment project are concluded between the investing government and the natural or legal person of the investor, in order to determine the conditions for the implementation of that specific investment, within the framework of the general protections of the investment treaty between the investor's respective state and the host government.

In fact, an investment contract is a legal document concluded between the host state, or its organs, and private parties regarding a specific investment, governed by the contract legal system; while an investment treaty is an agreement between sovereign states on the treatment of foreign investments, which operates based on international law.

The relationship between the contract and the investment treaty is generally subject to the general rights included in the investment treaty, and the investment contract deals with the implementation of these rights at the level of each investment project.

   On the other hand, the relationship between the contract and the investment agreement becomes even more complex with the inclusion of a fork in the road clause, which is a choice an investor needs to make between the options of settling disputes in national courts and filing claims in international tribunals, is a final and binding choice between several paths.

The fork in the road clause, as one of the clauses which may be included in the investment treaty, prohibits the applicant from filing the same lawsuit in international arbitration in case of filing a lawsuit regarding the dispute arising from the investment in national courts; the opposite of which will also hold true.

The relationship between the contract and the investment treaty will mostly depend on the contents of these two documents. In this regard, the inclusion of an umbrella clause in the investment agreement will make the relationship between the contract and the investment treaty interrelated, according to the interpretation of some arbitration courts, and the proximity between these two documents will be effective on the interpretation and implementation of the fork in the road clause.