United Nations Convention on Contracts for the International Sale of Goods
The UN Sales Convention ( CISG; engl. United Nations Convention on Contracts for the International Sale of Goods, CISG) called April 11, 1980, also CISG, is very important for the international sale of goods.
Normally, the application of the UN Sales Convention is the sale of goods between professional sellers from different States Parties to the UN purchasing law ( see table). Sellers and buyers must be neither merchants nor have the nationality of one of the Contracting States. Decisive is the habitual residence and right of establishment, Article 1 The CISG is not applicable to consumer contracts (unless the private purpose of purchase for the seller was recognizable, Article 2 lit. A).
In the GDR, the CISG entered into force on 1 March 1990 and stayed upright even after their accession to the Federal Republic of Germany; throughout the Federal Republic of Germany, it came into force on 1 January 1991 ( notice of 23 October 1990). Austria joined the CISG in with effect from 1 January 1991, the Switzerland with effect from 1 March 1991.
The CISG has been ratified in Germany and been announced. It is therefore normal part of the German legal system, more precisely, of German civil law. The contract design practice closed the application of the UN Sales Convention, however, initially as a rule, from; the practical importance of the UN purchase law thus learned in his early years, a significant limitation.
More recently, here is now a significant reversal trend, which materialized as the fact that the model contracts of interest groups, no general exclusion of the CISG provide more. Background is, among other things, that the non-unified German law of obligations (German law of obligations without CISG ) has been adapted by the great law of obligations modernization from 2002 significantly to the CISG, so that there will find now many processes of the UN Sales Convention. In addition, there will be cases of lawyer liability, in which clients had successfully taken their lawyers claim damages when the CISG without convincing justification and - had ruled sufficient prior information of their clients - especially.
A purchase contract is to be considered under Article 1 as an international sales contract, if the parties to the contract have their places of business in different States. The decisive factor is the place of establishment of the Parties, is irrelevant the nationality of the actors. For individuals, the place of residence is decisive, while the case of legal persons, each dependent branch comes as a branch into consideration unless it is equipped with a minimum level of competence. Also, the CISG provides for party autonomy and also does not require any particular form (Article 11) for the contract. Here, the CISG is neither uniform nor contracts of a principle of abstraction.
Regarding the warranty consist CISG the usual in German law remedies of rescission, the reduction and subsequent performance. Germany has not signed the UN Convention of 14 June 1974 on the Limitation Period in the International Sale of Goods.
By way of derogation from the German liability law as it results from the German Civil Code (BGB ), in the CISG the claim for damages is regulated so that each Party must pay regardless of the type of fault for their causation. However, while only the damage is taken into account, which was foreseeable at the time the contract is concluded. Another difference from the Civil Code is that the liability may be subject to under the condition of a guaranteed quality of delivery of a contractually agreed limit.
- 3.1 sources
- 3.2 Additional Information
- 3.3 Bibliography
- 3.4 Online Posts
- 3.5 Institutions and organizations
- 4.1 comments
- 4.2 Monographs
- 4.3 journal articles
Content
The CISG is structured as follows:
Part I. Scope and general provisions (Articles 1-13)
Chapter I. Scope of Application (Article 1-6)
The scope of the CISG is laid down in Chapter I ( Articles 1 to 6 ). Chapter I contains provisions on the scope (Article 1 CISG), application exclusions (Article 2 CISG), inclusion of contracts for manufactured goods or services (Article 3 CISG), scope (excluding the validity of contracts or of any provisions, Article 4 CISG), the exclusion of liability for death or personal injury (Article 5 CISG) and the ability to exclude the CISG by party agreement to derogate from it or change it (Art. 6 CISG).
As far as the scope of application of the CISG is opened and the Convention for a particular factual issue a regulation contains (which must be noted in cases of doubt, only by way of interpretation ), it displaces the national law ( in Germany thus in particular the Civil Code and the Commercial Code). The judge of any court in a CISG Contracting State is obliged in this case, the CISG apply (unless have unanimously waived the CISG the parties to the present dispute, such as Article 6 allows it CISG ); by this application he realized the use obligation in international law adopted by any State Party ( John Honnold calls this plastic " the commitment did Contracting States make to eachother: We will apply thesis uniform rules in place of our own domestic law on the assumption did you go plans do the same. " )
It is in international law (including the Supreme Court ) it is common ground that a contractual choice of law clause in favor of the law of a CISG Contracting State (Example: "This contract is subject to German law " ) no exclusion of UN purchasing law within the meaning of Article 6 CISG is because the Convention is an integral part of the national law concerned.
Chapter II General provisions (Articles 7-13)
Chapter II contains general provisions on the interpretation of the Convention and gap filling ( Art. 7), Interpretation of statements and behavior ( Art. 8), trade customs and practices (Article 9) establishment ( Article 10), freedom of form (Art. 11 ), effects of a reservation with regard to the form of freedom (Art. 12) and the concept of literacy (Art. 13).
Interpretation of the UN Sales Convention (Art. 7)
In interpreting the CISG to its international character and the need to consider, to promote uniformity in its application and the observance of good faith in international trade (Article 7, paragraph 1). Under Article 7, paragraph 2 shall apply fori the rules of private international law of the lex for gap filling. Under Article 7 CISG also in the inclusion of general terms and conditions in UN purchasing contracts.
No form of declarations ( Art. 11-13)
Under the CISG statements are free form possible, Article 11 CISG, namely (straight), whether under the national law of a purchase of the participating states certain formalities must be observed. On CISG contracts therefore finds particular the parol evidence rule of the U.S. law does not apply.
It should be noted that some countries may make a declaration under Article 96 and Article 12 to exclude the form of liberty under Article 11 CISG. Reservation states are ( non-exhaustive ): Argentina, Chile, China, Russia, Hungary. Refers to conflict of laws, however, the law of another country, which in turn provides for freedom of form, then the form is true freedom. Is Article 11 CISG because of a reservation under Article 12 and Article 96 CISG not applicable, would a German court in the collision check 11Vorlage Art. Kind / Maintenance / buzer paragraph 1 and article 28Vorlage: Art / maintenance. / buzer para 2 BGB apply.
Unless the parties have received a written clause in their contract, also Article 29, paragraph 2 be observed CISG.
Part II conclusion of the contract (Art. 14-24 )
Part II deals with issues of financial statements or are concluded contracts. Article 14 defines the term of the offer, Article 15 regulates the effect of the tender and redemption, Article 16 of the withdrawal of the offer, Article 17 of the termination of the offer. Article 18 defines the concept of adoption, Article 19 regulates how additions, limitations or other changes shall be available for offer, Article 20 of the acceptance period, Article 21 of the late acceptance, Article 22 of the Withdrawal of acceptance and Art 23 the date of the contract. Finally, Article 24 defines the concept of access.
In deviation from the German Civil Code ( § § 145 ff BGB Binding to offer) may be revoked until the conclusion of the contract pursuant to Article 16, Section 1 of the CISG an offer if the revocation reaches the offeree before he has dispatched an acceptance. However, an offer can not be revoked if
Although frequently referred to in the literature as a compromise between Civil Law and Common Law, the provisions of Article 16 CISG in practice has no meaning acquired: That is so far known not a single sentence in the article 16 CISG was relevant, depends simply so together, that the usual today expedited means of communication have made (especially e-mail) offers redundant with long retention period.
Part III. Sale of Goods (Art. 25-65 )
Chapter I. General provisions (Articles 25-29 )
Part III. Chapter I contains general provisions, such as the disambiguation of fundamental breach of contract (Art. 25).
Chapter II Obligations of the Seller (Art. 30-51 )
Part III, Chapter II sets out the obligations of the seller, in Section I. Delivery of the goods and handing over of documents (Art. 31 to 34), in Section II, conformity of the goods and third party claims (Art. 35 to 44) and in section III. Remedies of the Buyer for breach of contract by the seller (Art. 45 to 50).
Chapter III. Buyer's obligations (Art. 53-65 )
Part III. Chapter III. includes the obligations of the buyer, namely payment of the purchase price and delivery of the goods (Art. 53). Section I. regulates in Articles 54 to 59, the payment of the purchase price, section II in Article 60 the concept of acceptance and Section III. in Article 61 to 65 of the remedies for breach of contract by the buyer.
Chapter IV transfer of risk (Art. 66-88 )
Part III. Chapter IV regulates the transfer of risk. Section I. (Art. 71 to 73 ) deals with the anticipated breach of contract and treated Contracts for successive deliveries. Section II (Art. 74 to 77) covers compensation, Section III. (Art. 78 ) Interest Section IV (Art. 79 ) exemptions, Section V. (Art. 81 to 84 ) Effects of avoidance and Section VI. (Art. 85 to 88 ) the preservation of the goods.
Part IV Final provisions (Articles 89-100 )
Part IV contains final provisions. They consist partly of " Diplomatic clauses " that have meaning only to the competent authorities of the Contracting States, but regulate partly significant aspects of the Contracting States property by individual states thematically to the application area regulations ( Part I) are closely related. You can prove crucial, therefore, for the practical application of the law of the UN Sales Convention.