TITLE:
The Dilemma and Resolution of Expanding Dispute Resolution Clauses under “Abnormal Changes” in Contracts: A Realist Analysis
AUTHORS:
Boyi Xu
KEYWORDS:
Dispute Resolution Clause, Automatic Transfer, Abnormal Change, Practicality, Legal Realism
JOURNAL NAME:
Chinese Studies,
Vol.14 No.4,
November
18,
2025
ABSTRACT: Following the approach of modern pluralistic legal realism, when determining whether dispute resolution clauses can be extended in application during “abnormal changes” to contracts, considerations of the “automatic transfer” rule and the “independence” principle should be excluded. “Protective” and “isolationist” thinking should be discarded in favor of “practical” and “holistic” thinking. In principle, the expanded application of dispute resolution clauses should be denied. However, in certain scenarios—such as assignment of claims or “sale does not terminate lease”—denying expanded application would severely undermine the original purpose of addressing “abnormal changes.” Exceptions should be permitted, but parties must retain the right to opt out. Furthermore, when rejecting expanded application would cause grossly unreasonable harm to the original contracting parties, courts should conduct specific reviews and determinations.