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Reproduced with permission of 17 Journal of Law and Commerce (1998) 187-217

excerpt from

The Several Texts of the CISG in a Decentralized System: Observations on Translations, Reservations and other Challenges to the Uniformity Principle in Article 7(1)

Harry M. Flechtner [*]

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Article 93 of the Convention permits a Contracting State to declare that the Convention "extends to one or more but not all of the territorial units" of the State.[24] Four countries -- Australia, Canada, Denmark and New Zealand -- have made reservations pursuant to this "federal State" clause.[25] Article 94 of the Convention permits a Contracting State that shares "the same or closely related legal rules" on sales with one or more other states to declare that the CISG does not apply to transactions involving parties located in those other states.[26] Denmark, Finland, Norway and Sweden have made the declaration authorized by this provision, in order to preserve the common sales rules that they have developed for intra-Scandinavian trade.[27] While the reservations permitted by Articles 93 and 94 do not change the text of the Convention in a literal sense, they produce what amounts to an alteration in the meaning of the term "Contracting State" for purposes of the scope provision (Article 1) of the Convention. For example, a party located in Greenland -- a territory to which the CISG does not extend pursuant to Denmark's reservation under Article 93 -- is not deemed to be in a "Contracting State" for purposes of Article 1, even though Greenland is a part of Denmark and Denmark has ratified the Convention.[28] Article 94 reservations have a similar effect. Although Article l(l)(a) of the Convention makes the CISG applicable to sales between parties located in Contracting States, transactions between parties in Norway and Sweden are not governed by the CISG even though both these countries have ratified the Convention; in other words, because of their Article 94 reservations, Norway and Sweden (and the other Scandinavian countries) are in effect not "Contracting States" when they trade with each other.[29]

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Go to entire text of Flechtner commentary


* Professor, University of Pittsburg School of Law, A.B. 1973, Harvard College; A.M. 1975, Harvard University; J.D. 1981, Harvard University School of Law.

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24. CISG, supra note 1, art. 93(1).

25. For a discussion of "federal State" clauses in the CISG and other conventions, see Winship, supra note 20, at 721-24.

26. CISG, supra note 1, art. 94(1)-(3).

27. See Honnold Treatise, supra note 12, 469.

28. See CISG, supra note 1, art. 93(3).

29. As authorized by article 94(2), the reservations made by Denmark, Finland, Norway and Sweden extend not only to trade between parties located in those countries, but also to sales between one of those countries and Iceland, a country that has not ratified the Convention. This aspect of the reservation effects the application of CISG Article 1(1)(b), which makes the Convention applicable if principles of private international law lead to the application of the law of a Contracting State. Because of the Scandinavian countries' Article 94 reservation, the CISG will not apply to transactions between an Icelandic party and a party located in Denmark, Finland, Norway or Sweden even if private international law principles point to the application of the law of the (ratifying) Scandinavian country.

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Pace Law School Institute of International Commercial Law - Last updated August 16, 1999

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