Precontractual Damages as a Result of an Irrevocable Offer – A Resolution Within the CISG

Abstract

This paper is in response to by Anne Rossen, Maria Pedersen and Thomas Neuman titled – How far does the dynamic doctrine go? Looking for the basis of pre-contractual liability in the CISG? On the backdrop of this paper, it is worth noting that the United Nations Convention on Contracts for the International Sale of Goods (CISG) is one of the most successful international commercial law treaties ever devised. It has been ratified by most of the world's important trading countries and become a template for the manner in which commercial law treaties are drafted. The CISG is considered a self-executing treaty. The CISG creates a private right of action in federal court under federal law. It provides the default set of rules that govern contracts for the sale of goods between parties located in different Contracting States, and, in some cases, where only one of the parties is located in a Contracting State. This article argues that the CISG can accommodate breaches of pre-contractual conditions by using the same procedure as for breaches of contract. It is a controversial issue but nevertheless it is arguable that the CISG can cover the internal gap via general principles embedded within the four corners of the CISG. For this reason, this article will look at Article 16(2). In particular, the following issues will be relevant, the revoking an irrevocable offer; the effects of Article 4; and the effects of Articles 71-77. More importantly, this article argues that he CISG is able to resolve a breach of article 16(2) within its four corners.