CISG Contracting Statessk en

[slovenske znenie]

Applicability of CISG

CISG has a form of international convention, a traditional source of public international law, which is binding to merchants conducting business on the territory a particular state only if this state agreed with its application, i.e. ratified the Convention. This procedure is prescribed in art. 89 – 101 CISG.

Therefore, the up-to-date list of the Contracting states of CISG is important, as it helps to determine the application of CISG to particular international sales contract. As it is stipulated in article 1 part 1 CISG:

„ This Convention applies to contracts of sale of goods between parties whose places of business are in different States:

(a) when the States are Contracting States; or

(b) when the rules of private international law lead to the application of the law of a Contracting State.“

1. Both parties to the contract have its place of businees in Contracting States of CISG

Generally, the Convention will be applied to international contracts of sale where the parties have their places of business (in Slovak Republic called “registered office” in case of companies and “place of business” in case of natural persons – entrepreneurs) in different Contracting States. It should be stressed that according to art. 1 part 1 CISG, nationality of contractual parties is of no importance with regards to international character of a sales contract. This means that if the merchant is a citizen of other than Contracting State, but has its place of business in the Contracting State, the Convention will be applied under art. 1 part 1 CISG.

Nevertheless, the Convention prescribes a need of notoriety of such international aspect in order for CISG to be applied. This notoriety can emerge from negotiations preceding concluding of a contract or from a contract itself. It is sufficient to prescribe the place of business in identification of parties in a contract. In case no such remark has been made in relevant documents or is noticeable from parties’s conduct, the Convention cannot be applied.

2. CISG as an applicable law under provisions of private international law

Under article 1 part 1 b) CISG, the Convention can be applied also in situations where both parties to the contract do not have their places of business in different CISG Contracting States, provided that rules of private international law prescribe as an applicable law a law of a CISG Contracting State. It is nevertheless important to mention that the Slovak Republic (at that time a part of the Czechoslovak Federative Republic) made a reservation under art. 95 CISG and therefore it is not bound by article 1 part 1 b) CISG. Therefore, the Slovak courts will apply CISG as a direct legal rule only if requirements of article 1 part 1 a) CISG are fulfilled. If these requirements are not fulfilled, the court must determine the applicable law under rules of private international law. If thereby determined applicable law would be a law of CISG Contracting State, the Slovak court would nevertheless not apply CISG, since the Slovak Republic made a reservation not to apply the Convention in this manner. We can therefore conclude that in order to apply the Convention in proceedings held by Slovak courts, it is necessary that both parties to a sales contract have their places of business in different CISG Contracting States, or otherwise only if the parties have expressly chosen the Convention to be applicable to their contract.

List of the CISG Contracting States

For the abovementioned reasons, when considering the application of CISG, it is necessary to examine an up-to-date list of CISG Contracting States, as it is provided by UNCITRAL.