Correspondence of Forms in Sales Contracts: Examination of Existing Theories in Legal Systems and Discussion of Their Application to the Contract for the International Sale of Goods

Abstract

In the world of commercial exchanges, it often happens that the buyer and seller, each by sending separate correspondence and in response, declare their intention to conclude a sales contract. General terms and forms that are previously regulated in the same way for all contracts by the buyer or seller are exchanged between the parties. These general terms may conflict with each other in the forms of the buyer and seller. When a dispute arises between the parties to a contract, the question is whether a contract has been concluded despite this discrepancy, and if so, what are the purposes of this contract? The totality of the circumstances, conditions, and conduct of the parties after the exchange of forms usually indicates the conclusion of a valid contract, and it is more logical that the meaning of this contract, also in the part that refers to the conflicting forms, should be determined by the law governing the contract, rather than by one of the conflicting terms proposed by the parties (for example, the first or the last of them in terms of the priority and delay of the exchanged forms). If the law governing the contract is the contract for the international sale of goods, this role is assigned to the contract.

Keywords

• Conformity of Forms
• Convention for the International Sale of Goods
• Conflicting Contractual Terms

Kaynakça

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