Promising Justice: Contract (as) Social Responsibility
52 Pages Posted: 14 Jan 2020
Date Written: December 23, 2019
Contracts in a variety of contexts — from multinational supply chain agreements to movie-production deals — increasingly include promises on such “social responsibility” matters as human trafficking, environmental sustainability, and socio-demographic diversity. These terms literally promise justice.
Can they deliver?
This paper makes three claims about the use of contract to achieve social responsibility (which I abbreviate “KSR”). First, KSR can be seen as a response to “vertical deconstruction,” the erosion of intra-firm and social orders that historically generated and transmitted non-commercial social norms. Second, as such, KSR terms will be legally un(der)-enforceable: Like better-studied relational contracts, KSR will blend enforceable and unenforceable terms to achieve governance, risk-sharing, and educative goals. Third, although KSR may be more effective than more popular mechanisms, in particular **corporate** social responsibility, KSR is not a panacea, and presents risks of cooptation and fragmentation often associated with soft-law regimes.
Keywords: contract, social responsibility, corporate social responsibility, csr, human rights, multinational corporations, social norms, legal transplants, labor trafficking, sustainability, supply chains,
JEL Classification: K12
Suggested Citation: Suggested Citation