第一篇货物买卖法lec 6买卖合同效.pptVIP

（ 1 ） . memo ( 备忘录 ) ? -a record of negotiation, ? -non-legal document （ 2 ） . general agreement ( 原则性协议 ) ? a legal document but it needs to be ? further detailed in order to be workable. （ 3 ） . letter of intent ( 意向书 ) ? A document where one party gives a strong indication to the other that he is likely to place a contract with him. Usually it is worded not to create legal obligation ， ? However ， in some cases, it may be phrased to include a invitation to commence a preliminary work, In such circumstance, it creates an obligation. ? Case follows. Case: letter of intent – legally binding ? Facts: ? The defendant asked the claimant to supply certain type of goods, and sent the claimants a letter of intent stating their intention to place an order on their standard terms. The claimant stated that they were unwilling to make contract on such terms, but started to manufacture and eventually completed and delivered all the goods requested by the defendant. ? The claimant sued for the value of the nodes, but the defendant counter-claimed for damages for the late delivery. ? Decision: ? As the parties had no contract , so there would be no question of damages for late delivery requested by the contract. ? However, since the claimant had undertaken the work at the request of the defendant and the defendant had accepted the work, the claimants were still entitled to a reasonable remuneration for the rendered services. （ 4 ） preliminary agreement ( 初步协议 ) ? preliminary agreement often occurs where ? the negotiation takes months or even years, for instance, negotiation for joint venture or technology transfer or investment . ? It may well happen that the negotiators ? have entered into a preliminary agreement without being conscious ? of it. ? Furthermore, the parties intention not to create legally binding relation does not produce the same consequences under all legal systems. ? For example, under French law, the princip