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Unpublished Paper
Contract Resurrected! Contract Formation: Common Law ~ UCC ~ CISG
ExpressO (2014)
  • Sarah H Jenkins
Abstract

Contract Resurrected!

After the promulgation of the Restatement (Second) of the Law of Contracts with its expanded theory of Section 90, quasi-contract and promissory estoppel were hailed as the only theories needed for recovery. Contract was dead! This was the dominant prospective regarding the continued efficacy of contract and contract law. The contract theorists were wrong. The mushrooming global interdependency among nations demands legal rules and principles to govern exchanges between businesses and reaffirms the value of contract as a juridical tool. The United Nations Convention on Contracts for the International Sale of Goods as a recent promulgation reaffirms the relevance and vitality of contract, although rejecting, in part, attempts in the UCC to expand contract liability. The demand for sound, yet often conservative, principles of contract law is reflected in the growing number of nations who are contracting states, parties to the United Nations Convention on Contracts for the International Sale of Goods. Currently, 80 nations are contracting states.

This article addresses from a comparative perspective the requirements, objectives, and policies that govern contract formation of transactions in goods subject to the UCC or to the Convention. Addressing the essential principles of contract formation, this article delineates the similarities and differences between the processes for creating an enforceable agreement under the Convention and the UCC, the theoretical bases for irrevocable offers, battle of the forms, and contractual intent. These major themes are developed with illustrative hypothetical situations.

Keywords
  • CISG,
  • UCC,
  • Contracts,
  • contract formation
Publication Date
April 8, 2014
Citation Information
Sarah H Jenkins. "Contract Resurrected! Contract Formation: Common Law ~ UCC ~ CISG" ExpressO (2014)
Available at: http://works.bepress.com/sarah_jenkins-hobbs/6/