under common law, exceptions to the rule of consideration: promises (in writing) to pay past debts;...
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Under Common Law, Exceptions to the rule of consideration: promises (in writing) to pay past debts; promises to pay for benefits/services
received; modification of a contract for the sale
of goods; option contract; guaranty contract; and
promissory estoppel.
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The doctrine of promise estoppel A promise will be enforceable without
consideration if: (i) the promisee acts or forbears in
reliance on the promise; and (ii) this action or forbearance was
reasonably foreseeable by the promisor.
Usually applied in a situation of a promise to make a gift.
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Sources of Rules Governing International Sale of Goods
United Nations Convention on Contracts for the International Sale of Goods
National Law Principles of International Commercial
Contracts International Customs and Usages:
Incoterms
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CISG Background Introduction1. Lex Mercatoria2. UNCITRAL-furthering the progressive
harmonization and modernization at UNIDROIT to prepare a uniform law f
or the international sale of goods in 1930. In 1964, two drafts were submitted in Hague.
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Drafts to diplomatic conference
Criticism-primarily reflecting the legal traditions and economic realities of continental Western Europe
ULFThe Convention relating
to a Uniform Law on the International Sale of Goods
ULIS The convention
relating to a Uniform Law on the Formation of Contracts for the International Sale of Goods
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3. CISGin order to be accepted widely, study on the former two convention were made and a new convention CISG was adopted by diplomatic conference. Details see CISG test and explanatory note.pdf
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National Law
Still important partly due to the incomplete coverage of contractual issues by CISG, and partly attributed to the legal and cultural tradition of different countries.
In common law counties, rules are embodied in case law.
American statutes have been adopted. Eg. 1951, Uniform Commercial Code(UCC)
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1. UCC, the primary commercial law for domestic transactions in the United States.2. Drafted as a model law, however, it has been adopted by all US states, but Louisiana.3. It covers many areas, but the sale of real estate or services, insurance, and intellectual property not included.4. U.S became a member of CISG, having been a supplanted.5. contracts not covered by the CISG, turns to UCC or other statutes. Otherwise, they are covered by common law.
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PICC
Principles of International Commercial Contracts
is model law playing importantly in the field
Preparation Framework Comments
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Preparation
1968, UNIDROIT Propose to initiate a “restatement of
law” at international level. Members of the Group were legal scho
lars, leading experts in contract law and international trade law. Until 1994, it was published.
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Framework Widely covered area Extending to transactions in services and i
nvestment Establishing commercial principles1. Freedom to contract2. Good faith3. Fair dealing4. Favor contractus
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Comments In nature it is a model law, non-legal-
binding document; More frequently used as an alternative
of national law and CISG in the area of international contract practice and dispute resolution;
Covers more categories of sales rather than sale of goods
Individuals free to choose, considered “best practice”
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International Customs and Usages: Incoterms
Abbreviated trade terms describing such matters as the time and place where a buyer is to take delivery, the time and place for payment, the price, the time when risk of loss shifts from the seller to buyer, and the costs of freight and insurance.
Built up by International Chamber of Commerce( ICC), first published in 1936
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Incoterms Attention: Incoterms is limited to
matters relating to the rights and obligations of the parties to the contract of sales with respect to the delivery of goods sold.
Two misunderstandings:1. It applies to the contract of carriage;2. It is wrongly assumed to provide for all
the duties.