商法精品教学（广东外语外贸）contracts.docxVIP

ContractsA contract is formed when the mutual agreement is reached through offer and acceptance between offferor and offeree.Valid contract: the usual contract, which may be enforced by either party to the contract.Void contract: the agreement that have no legal effectAvoidable contract: contract which one party may at his option either enforce or not enforceUN Convention on Contracts for the International Sale of Goods (CISG)Up to now, 83 states became signatories to CISGThe U.K. is not a CISG signatory.The CISG is one of the most successful instrument of international sales law harmonization.CISG establishes a comprehensive set of legal rules governing the formation of contracts for the international sale of goods, the obligations of the buyer and seller, remedies for breach of contract and other aspects of the contract. The Convention does not govern all legal issues arising from contract. It only govern the formation of a contract and rights and obligations of the seller and buyer.The Applicability of CISGThree conditions for CISG to apply: a. The contract is for the commercial sale of goods. (Service contract excluded) b. It is between parties whose places of business are in different countries. (Not nationality or citizenship) c. The place of business are located in countries that have ratified the convention. Sales excluded from CISG1. Consumer goods sold for personal, family or household use. 2. Goods bought at auction. 3. Stocks, securities, negotiable instruments or money. 4. Ships, vessels, or aircraft. 5. Electricity. 6. Assembly contracts for the supply of goods to be manufactured or produced wherein the buyer provides a substantial part of the materials necessary for such manufacture or production7. Contracts that are in preponderant part of the supply of labor or other services. 8. Liability of the seller for death or personal injury caused by the goods. 9. Contracts where the parties specifically agree to opt out of the convention or they chose to