Also known as: CISG · Vienna Convention · Vienna Sales Convention
Written by attorneys · grounded in primary & secondary sources — see below
A multilateral treaty that supplies uniform rules for contracts for the international sale of goods between parties whose places of business are in different contracting states. The treaty applies when the contract involves goods and the parties are located in signatory nations unless the parties have opted out.
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Ulysses Ulrich operates a manufacturing plant in State A and sells goods to a buyer in State B under the Convention. When a dispute arises over conformity of goods, he seeks to enforce rights under the treaty that the Senate ratified. The court applies the Convention's rules because the parties' places of business lie in different contracting states.
Uptown Apparel, a California buyer, contracts with a Canadian seller for electronic components. When defects appear, Uptown sues in federal court under state UCC warranty rules. The seller moves to dismiss, asserting that the Convention on the International Sale of Goods governs the transaction and displaces state law. The court applies the treaty because the parties' places of business lie in different contracting states.
Yes. The treaty operates as federal law and displaces inconsistent state rules including UCC Article 2 when the transaction meets the treaty's applicability criteria.
The treaty permits broader use of extrinsic evidence to determine the parties' intent and does not apply the common-law parol evidence rule that would otherwise bar such evidence.