PhD_proposal.doc-AAJajudin.doc

PhD Proposal Amalina Ahmad Tajudin September 13, 2007 Title: The comparative legal analysis on open price terms between the CISG, the SGA and the UCC. Introduction As opposed to traditional commercial practice involving a simple sale between a buyer and a seller, today trades are rather complex because they cross legal, ideological and economic boundaries such as capitalist and planned societies, developed and less developed countries, as well as civil and common law countries (Note, 1984). Such complexity and increase in international commerce has precipitated the establishment of a uniform law known as the United Nations Convention on Contracts for the International Sales of Goods 1980 or the CISG to cater the modern and evolving trade of commodities. This text reflects the compromises formed among the widely diverse states not only with the abovementioned differences but also with language and cultural differences across the globe (Hillman, 1995). At present this piece of legislation, under its Article 55, permits contracting parties to practise what known as open price contracts. This modern although not necessarily acceptable way, of contracting allows parties to leave the price open provided that they at least implicitly fix or makes provision to determine the price of the goods. In the absence of this minimum requirement there is no valid contract concluded between the parties under the Article 55 of the CISG. The more rigid perceptive on open price contracts are posed by the Socialists, the civil jurisdictions, the developing countries and many Islamic law jurisdictions whereby the price of commodities in every sales contracts must be fixed up-front, without which a contract is unenforceable. The consequence of such rigidity causes most long-term supply agreements to be unenforceable by courts (Tomlinson, 1997; Giannini, 2006) and parties suffered from contracts that they did intend to be bound at the first place. A similar consequence can b