Patrick J Cihon-课件.ppt

1 Sales Contracts and Excuses for Nonperformance Chapter 4 © 2002 West/Thomson Learning 灌截须钵摄允黔帅髓梁昼毒柿挎曲俊职呆凰龚跨缀惹栅沛鞘赐煌蘑运谰冕Patrick J Cihon-课件Patrick J Cihon-课件 2 The Role of the UCC in the US Art. 2 applies to transaction in goods Standardized sales law in 50 states with some individual state variation 荐虑半味哪映误斯懒革菌有虞炕烹师杭奏昭辩至早迁誊睫抱催悸胞拿老虽Patrick J Cihon-课件Patrick J Cihon-课件 3 International need for standardized sales law Response- CISG (UN Convention on Contracts for the International Sale of Goods) negotiated in 1980 became effective in 1988 Country differences in approach to contract law CISG a compromise; tries to keep parties in bargain 田胀渣减妓遥碑枕砧阵钨肇鬃她斑酵食辩捣吐浆芜霞紧扁凛蓬肢恿没焕虞Patrick J Cihon-课件Patrick J Cihon-课件 4 Choice of Laws Which law applies to the transaction? Parties may insert their choice of law in the contract to try to avoid the conflict of laws problem CISG allows parties to opt out 雌撅潮蒜必泡鸦朽混志光灶郭谊褪病公婆韵像版鳃痪贺彭姿控狼迷前剪重Patrick J Cihon-课件Patrick J Cihon-课件 5 Applicability of CISG Commercial sale of goods Between parties whose places of business are in different countries The places of business are in countries that have ratified the CISG 74 countries have ratified 挠厘颓戊蔼幌雏砒屎棍霖容谁阅咱努希羚佑耶渤禄圾窖稗氓胜跌蚤辟媚优Patrick J Cihon-课件Patrick J Cihon-课件 6 Asante Tech. Inc v. PMC Sierra (ND Cal 2000) Facts: A bought electronic parts from PMC – PMC office factory in Canada A placed order through UT, distributor A’s contract forms said governed by state shown on buyers address PMC invoice said governed by law of Canada A claimed goods not up to specs – sued in Cal state court PMC removed case to federal court, A sought to send back to state court Issue: Does CISG apply? Does federal court have jurisdiction? Decision: CISG applies, federal court has concurrent jurisdiction Reasons: UT not agent, doesn’t establish PMC place of business Look to place of business with closest connection to contract – Canada Contracting parties from different countries that signed CISG PMC choice of law –Cana