Sunday, April 9, 2006
One of the chief difficulties with the United Nations Convention on Contracts for the International Sale of Goods has been getting people to use it. Even parties who would benefit by the law -- such as sellers who stand a much better chance of getting their standard terms incorporated under the CISG -- have been reluctant. Now there’s the new Convention on the Use of Electronic Communications in International Contracts. Will it get any more play?
Charles Martin (UDC) takes a look at that question in a recent piece, The UNCITRAL Electronic Contracts Convention: Will it be Used or Avoided?, 17 Pace Int'l L. Rev. 261 (Fall 2005). Here’s the abstract:
The Convention on the Use of Electronic Communications in International Contracts (CUECIC) was approved by the United Nations Commission on International Trade Law (UNCITRAL) in July 2005. It is now available for ratification by U.N. member states. CUECIC is based on the Model Law on Electronic Commerce adopted by UNCITRAL in 1996 The Model Law has served as the basis for electronic signature and electronic commerce legislation at the federal and state levels in the United States and other countries. The similarity of CUECIC to domestic electronic commerce laws should facilitate its use for international contracts. CUECIC requires, however, that its terms be interpreted by domestic courts according to its international character and the need to promote uniformity in its application. These same rules of interpretation also apply to the UNCITRAL Convention on Contracts for the International Sale of Goods (CISG), but no implementing legislation accompanied CISG ratification by the United States to locate the CISG and to annotate decisions interpreting it within the body of the code of federal statutes. Like the CISG, there will be no authoritative judicial body or expert commentary to resolve conflicts or ambiguities in judicial interpretations of CUECIC. Varying interpretations may also result from the different versions of CUECIC that could be created by national declarations varying its scope of applicability. Therefore, despite the common source of CUECIC and U.S. electronic commerce laws in the UNCITRAL Model Law on Electronic Commerce, the use of CUECIC for international commercial contracts might be restrained by the same procedural difficulties that have limited the use of the CISG.