国际商法第5单元演示文稿.pptVIP

INTERNATIONAL BUSINESS LAW 法律系 向玉兰 Chapter 5 Law of International SG Main Points of this Chapter Introduction to CISG Obligations of the buyers and sellers under CISG Fundamental breach of contract under CISG Remedies for Breach of Contract under CISG Passing of risk I. Introduction to CISG 1. The Drafting of CISG P136 CISG was drafted by UNCITRAL in 1978 on the basis of two conventions passed in 1964 by the UNIDROIT. CISG was adopted/passed at the diplomacy conference held in Vienna on Mar. 10, 1980 and came into effect on Jan.1, 1988. I. Introduction to CISG 2. Applicability of CISG CISG的适用 p141 （1）Sales covered by CISG Art 1 provides that CISG applies to contracts of sale of goods between parties whose places of business/premises are in different states: (1) when both states are contracting states. (2) when the rules of private international law lead to the application of the law of a contracting state”. (适用于营业地位于不同国家的国际货物买卖合同；双方营业地所在国是缔约国或者因为国际私法规则而导致适用某一缔约国法律。) I. Introduction to CISG Question: Can CISG directly apply to a contract for the sale of goods between Company A whose place of business is in Foshan and Company B whose place of business is in Seoul? Under what circumstances will it apply? I. Introduction to CISG No, it cannot directly apply to this contract, because Korea is not a contracting state to the Convention. But under the following circumstances, it will apply: A. When this contract was formed or performed in China, under the private international law( where no choice of law clause is incorporated, the law of the state which is closest to the contract should apply), the Chinese law shall apply. And China is a contracting state, the Convention can apply to it. I. Introduction to CISG B. The Convention may apply when the parties to this contract opt in (adopting CISG) by inserting a “choice-of-law” clause in the contract. I. Introduction to CISG (2) Sales excluded （适用除外/不适用的买卖）(art 2) P144 CISG does not apply to