A New Uniform Law for the International Sale of Goods: Is it Compatible with American Interests?
New Uniform Lawfor InternationalSales
A New Uniform Law for the International Sale of Goods: Is it Compatible with American Interests?
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1 Martin L. Ziontz, A New Uniform Law for the International Sale of Goods: Is it Compatible with American Interests? , 2 Nw. J. Int'l L. & Bus. 129, 1980
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A New Uniform Law for the International
Sale of Goods: Is It Compatible with
American Interests?
In March 1980 the United Nations convened an international
diplomatic conference of plenipotentiaries to adopt the final text of the
Convention on Contracts for the International Sale of Goods.1 This
Convention represents the culmination of fifty years of scholarly effort
to develop a uniform law applicable to nations involved in the
international sale of goods.2
American participation in the drafting of a law on contracts for the
international sale of goods is a relatively recent development.3
Never
I Draft Convention on Contracts for the International Sale of Goods, Report of the United
Nations Commission on International Trade Law on the Work of its Eleventh Session, 30 May
16 June, 1978, 33 U.N. GAOR, Supp. (No. 16) 10, U.N. Doe. A/33/17 [hereinafter cited as 1978
Draft Convention]. The U.N. General Assembly resolution authorizing an international
conference of pleni-potentiaries for five weeks in 1980 is G.A. Res. 33/93, 33 U.N. GAOR, Supp. (No.
45) 217, U.N. Doc. A/33/45 (1978). The date the conference is scheduled to begin is March 10,
1980. Telephone conversation with Mr. John Dietz, Legal Officer, United Nations International
Trade Law Branch, Office of Legal Affairs (Feb. 14, 1980). At the time of writing, this conference
had not yet taken place. Consequently, the events of the conference will not be discussed herein.
2 See text accompanying notes 18-40, 108-30 infra.
3 See Nadelmann, The United States Joins the Hague Conference on Private International
Law. A "istory" with Comments, 30 LAw & CoNTmp. PROB. 291 (1965). Significant interest in
a uniform law on the international sale of goods was manifested by the academic community and
various private organizations beginning in 1951. The United States did send a delegation of
observers to the Eighth and Ninth Sessions of the Hague Conference in 1956 and 1960. Action by
the United States Government to secure membership in any of the international organizations
undertaking the unification of law, however, did not occur until 1963. On December 30, 1963,
President Johnson signed into law authorization for acceptance by the United States of
membersors.
theless, United States ratification of the Convention on Contracts has
become a distinct possibility.4 The prospects for adoption of a law
governing commercial' contracts for the international sale of goods should
be of compelling interest to American merchants and their legal
advi6
The text which was presented to the diplomatic conference in
March was completed by the United Nations Commission on
International Trade Law (UNCITRAL) in 1978.1 Its eighty-two articles
embody the substantive revisions of a similar document that was rejected
by the United States sixteen years ago'--the 1964 Hague Convention
Relating to a Uniform Law for the International Sale of Goods.9
The first part of this comment will examine the process by which
the United States joined the 1964 Hague Conference. It will then focus
on the particular objections which the United States raised with regard
to the product of that Conference, the 1964 Hague Convention.
Finally, it will review the current status of that Convention.
The second part of this comment will consider the 1978
UNCIship in (1) the Hague Conference on Private International Law and (2) the International (Rome)
Institute for the Unification of Private Law. Id. at 306-07. The authorizing statute may be found
at 22 U.S.C. ยง 269g (1976).
4 See Honnold, The Draft Convention on Contractsforthe InternationalSale of Goods: An
Overview, 27 AM. J. CoMP. L. 223, 223 (1979); note 140 infra.
5 1978 Draft Convention, supranote 1, art. 2(a), at 10. That provision reads in pertinent part
that, "This Convention does not apply to sales: (a) of goods bought for personal, family or
household use, unless the seller, at any time before or at the conclusion of the contract, neither knew nor
ought to have known that the goods were bought for any such use. " IId..
6 In 1977, domestic exports of merchandise from the United States totalled almost 118 billion
dollars, while general imports into the United States totaled almost 147 billion dollars. BuREAu
OF THE CENSUS, DEP'T OF LABOR, STATISTICAL ABSTRACT OF THE UNITED STATES 874 (Table
No. 1511) (1978).
7 On June 16, 1978, UNCITRAL unanimously approved the tex (...truncated)