UCC Article 2 applies specifically to contracts for the sale of goods. It governs both the formation of these contracts and the rights and duties of the parties involved.
There are four basic sources of contract law: the Constitution, federal and state statutes, federal and state case law, and administrative law.
For example, international sales of goods have unique handling, shipping, and taxation aspects. The contract should specify the INCOTERMS rules ( INCOTERMS Rules) which will apply to the contract in order to establish the duties, risks, and costs associated with the shipping of goods from one country to another.
The United Nations Convention on Contracts for the International Sale of Goods (CISG) entered into force on January 1, 1988 for the 11 contracting parties, including the United States. The United Nations Commission on International Trade Law (UNCITRAL) drafted the CISG.
The body of law that governs a contract for the sale of goods is called the Uniform Commercial Code (UCC).
The CISG facilitates international trade by removing legal barriers among state parties (known as "Contracting States") and providing uniform rules that govern most aspects of a commercial transaction, such as contract formation, the means of delivery, parties' obligations, and remedies for breach of contract.
The CISG applies automatically if both contracting parties are located in contracting states or if the rules of private international law refer to the law of a contracting state of the CISG.
Contracts for the International Sale of Goods (Vienna, 1980) The United Nations Commission on International Trade Law (UNCITRAL) drafted the CISG. Currently the CISG has seventy-six parties. The CISG aims to provide an internationally recognizable body of law governing the sale of goods across international borders.
The CISG only applies to sales of goods between merchants, not sales to consumers, and does not generally apply to services arrangements. Parties to a covered transaction can expressly exclude or vary the CISG's application in the applicable contract.
The United Nations Convention on Contracts for the International Sale of Goods (CISG), sometimes known as the Vienna Convention, is a multilateral treaty that establishes a uniform framework for international commerce. As of December 2023, it has been ratified by 97 countries, representing two-thirds of world trade.