Vanderbilt Journal of Transnational Law


I. I. Kavass

First Page



The legal aspects of international contracts for the sale of goods are intrinsically complex. First, the negotiation and performance of international contracts must frequently be conducted at a distance and with the assistance of many intermediaries. The rights and obligations of parties to an international sale are usually more manifold than those of a purely domestic sales transaction, and the effect and scope of these international rights and obligations must be determined by sophisticated mercantile rules which are not present in all legal systems. Second, because an international sales transaction extends beyond the boundaries of one country, it is invariably affected by several legal systems which contain disparate rules for the determination of the rights and obligations of the parties. When the rules of the respective legal systems are mutually inconsistent, uncertainty and confusion is created that reaches beyond the particular sales transaction and affects the general harmony of international trade. Third, this uncertainty and confusion may be further exacerbated when private international law is applied to an international sales transaction, as the various components of a transaction may each be subject to the regulation of different legal systems. Last, the effect of private international law on the same issue also may differ from one country to another, adding havoc to confusion. This complex situation mandates a set of international rules that would uniformly determine the rights and obligations of the parties to an international sales transaction.