Commercial Sales: The Common European Sales Law Compared to the Vienna Sales Convention
University of Amsterdam - Centre for the Study of European Contract Law (CSECL)
Utrecht University School of Law (the Netherlands)
October 19, 2012
European Review of Private Law, Forthcoming
Centre for the Study of European Contract Law Working Paper Series No. 14
Amsterdam Law School Research Paper No. 96
If the Common European Sales Law (CESL) is adopted, commercial parties will have the opportunity to choose between two international legal instruments for the regulation of their international commercial sales contracts. Whereas CESL is available to both consumer and commercial sales contracts, the Vienna Sales Convention (CISG) is intended for commercial sales contracts only. This could suggest that CISG is more suitable for use in commercial sales contracts as commercial parties usually have different interests compared to consumers. In this paper it is argued that as CESL remedies major flaws in CISG, in fact CESL is the better choice (also) for commercial parties, in particular because it introduces coherent rules on defects of consent, clearer and more balanced rules regarding the incorporation of standard terms, and a scheme for the testing of the unfairness of standard terms.
Number of Pages in PDF File: 24
Keywords: CESL, CISG, commercial sales, contract law
JEL Classification: K12
Date posted: October 26, 2012
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