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Hi, thanks for that. One more small point and I will end this question.
Since there are two contracts related to confidentiality/non-disclosure the first of which prorogated exclusive jurisdiction to the English Courts and the Second of Which prorograted exclusive jurisdiction to the Scottish Courts.
If an action was raised in the Scottish courts relating to confidentiality/non-disclosure would it be a good argument to say that either:
a) Since there is an ambiguety as to the jurisdiction clauses, then the rome convention (and others) should be used to identify the jurisdiction that should be used. (domicile, place of action of contract). Therefore the jurisdcition of the Scottish courts should not be used.
b) Since the first contract gave enforceable confidentiality assurances under The Rights of Third Parties Act, the second (Scottish) contract, was contracting parties to undertakings that had already been made in the first contract. Meaning that the second contract comprised of an illusory promise as there was no new undertaking made as the parties were already bound to keep confientiality. Is it a good argument to say that the illusory promise makes this contract void?