What is the scope of the 1982 United Nations Convention on Contracts for the International Sale of Goods?
The 1982 United Nations Convention on Contracts for the International Sale of Goods (CISG) is a multilateral treaty that provides uniform rules governing the formation and performance of contracts for the international sale of goods. The CISG applies to contracts for the sale of goods between parties whose places of business are in different countries and the countries are each signatories of the Convention. In Tennessee, the CISG is incorporated and codified into the state’s Uniform Commercial Code (UCC). This means that the CISG, in conjunction with the UCC, governs contracts between buyers and sellers in Tennessee when they are from two different countries that are signatories of the Convention. The scope of the CISG covers all aspects of the contract formation and performance, from the offer and acceptance of the contract, to the transfer of risk and ownership of the goods, to remedies for breach of contract. It also covers issues such as misrepresentation, mistake, and hardship, and the settlements of disputes through alternative dispute resolution, such as arbitration. The CISG does not apply in Tennessee if both of the contracting parties’ places of business are in the same country, even if that country is a signatory to the Convention. It also does not apply to all types of contracts; only contracts for the sale of goods qualify for the CISG’s protection. Additionally, the CISG does not apply if the parties to the contract have chosen to opt-out of the Convention’s rules.
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