International Sales Terms

Second Edition

By Patrick Ostendorf

This is a short practical guide to international sales terms, providing a handy guide for drafting typical sales agreement clauses. The introductory chapter provides a short introduction to the United Nations Convention on Contracts for the International Sale of Goods (CISG) and Swiss law with regard to legal issues not dealt with by the CISG (i.e. assignment, set-off, limitation periods, validity of the contract, etc.), as well as differences in this regard compared to other major jurisdictions (in particular, the US and England). The introductory section also deals with more general points of concern with regard to international sales contracts (e.g. US and European export control regulations, international tax law issues, etc.) and best practices regarding the incorporation of the terms into the contract (the battle of forms problem). The main part of the book contains the annotated international sales terms and conditions (inter alia, terms of payment, retention of title, delivery, transfer of risk, conformity of the contract goods and remedies in case of non-conformity, confidentiality, limitation of liability, termination, governing law, and arbitration clauses). The contents of each clause and its effect in the context of the applicable law are separately discussed and analyzed. When deemed appropriate, alternatives for the drafting of individual clauses are provided. This second edition incorporates recent changes related to relevant statutory provisions of the suggested governing laws and available trade terms, and it provides updated contract terms, as well as revised annotations. Against the background of the ongoing European sovereign debt crisis, the book also discusses potential contractual tools to limit the risk exposure of exporters in the case that individual Member States should leave the Euro zone. Further, new features are comprised of a short introduction into the proposed Common European Sales Law (CESL) as a potential alternative legal framework for the CISG in the future, as well as the meaning and impact of indemnity clauses in sales contracts. [Subject: International Law, Trade Law, Commercial Law, Contract Law, Comparative Law]

174 pages

Publication Date: 1/1/2014
Format: Cloth
ISBN: 9781849466097