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The U.N. Convention on Contracts for the International Sale of Goods(CISG) applies to the sale of goods between parties from countries that are signatories to this treaty. Like the Uniform
Commercial Code (UCC), it creates a uniform law for the parties that adopt it. Specifically, the CISG applies to contracts for international sale of commercial goods. Additionally, like the
UCC, it provides gap-fillers for terms that may not be expressly stated in the contract. However, important differences between the UCC and the CISG exist, particularly with respect to
revocability of an offer, acceptance, the requirement for a writing to be enforceable, and essential terms. See Figure 13.7 "A Comparison of Differences between the CISG and the UCC" for a
comparison between the CISG and the UCC. 1 The contracting parties
may opt out of the CISG, providing that they do it expressly.
Figure 13.4 A Comparison of Differences between the CISG and the UCC
The CISG does not limit the parties to a particular forum to resolve disputes, and it does not limit the terms of the contract itself. It is important for parties to choose which forum will apply to disputes arising under the contract. Choice of forum clauses specify where complaints will be heard. If parties opt out of the CISG, then they must choose which law will apply to their contract by a choice of law clause. The parties will also need to agree on the official language of the contract. Given the precise language necessary for contractual agreements to be interpreted, this choice clearly matters to the interests of the contracting parties.
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