United States 7 November 2001 Federal District Court [New York] (Atla-Medine v. Crompton)
[Cite as: http://cisgw3.law.pace.edu/cases/011107u1.html]
DATE OF DECISION:
JURISDICTION:
TRIBUNAL:
JUDGE(S):
CASE NUMBER/DOCKET NUMBER: 00 CIV. 5901 (HB)
CASE NAME:
CASE HISTORY: Unavailable
SELLER'S COUNTRY: Germany (defendant)
BUYER'S COUNTRY: United States (plaintiff)
GOODS INVOLVED: Vinyl grade tin stabilizing chemical products used in production of window profiles, siding and fencing
UNITED STATES: U.S. [Federal] District Court for the Southern District of New York (Atla-Medine v. Crompton Corp.) 7 November 2001
Case law on UNCITRAL texts (CLOUT) abstract no. 633
Reproduced with permission of UNCITRAL
The issue before the court was whether it should dismiss the plaintiff's claim that there had been a breach of a sales contract because the pleadings failed to establish that the parties had a contract.
For many years a distributor with its place of business in the United States purchased vinyl grade tin stabilizing chemical products from a manufacturer with its place of business in Germany. In 1998 a competitor of the US distributor with its place of business in the United States acquired the German manufacturer through an asset swap. Representatives of the distributor and the competitor met to negotiate the continuing supply of the chemical products. In the only written statement, the competitor agreed to continue business on the same terms and conditions as with the German manufacturer for the remainder of 1998. The distributor said, however, that during negotiations the competitor represented that business would continue and no time limit was discussed. The competitor subsequently changed the terms and conditions of the sale of the chemical product and offered to continue business only if the distributor became its agent rather than continue as a competing distributor. The competitor also persuaded a major customer of the distributor to buy directly from the competitor. The distributor sued the competitor for breach of contract and on several theories of tort. The competitor moved for summary judgment.
The court granted summary judgment with respect to the distributor's breach of contract claims. The court declined to decide whether the contract was governed by the CISG (article 1) rather than domestic US law because there would be no material difference in outcome. When examining the evidence of negotiations and communications, the court gave significant evidentiary weight to the written statement because it was the only clear communication between the parties as to the length of the continuing distributorship. The court concluded that, even in the light of article 8 CISG, there was no contract to continue business beyond 1998 and therefore the seller could not be assumed to breach the contract.
Go to Case Table of ContentsAPPLICATION OF CISG: Court did not resolve whether or not the CISG applies
APPLICABLE CISG PROVISIONS AND ISSUES
Key CISG provisions at issue:
Classification of issues using UNCITRAL classification code numbers:
11A [Writing or other formality for conclusion of contract not required]
Descriptors:
Editorial remarks
EDITOR: Albert H. Kritzer
The sole reference to the CISG is in footnote 6 of the court's opinion:
"It is immaterial to the question analyzed here whether the United Nations Convention on Contracts for the International Sale of Goods applies. Where applicable, the CISG may render enforceable agreements not evidenced by a writing and therefore subject to the Statute of Frauds; but here there is no agreement for the Court to enforce, written or otherwise ..."
CITATIONS TO OTHER ABSTRACTS OF DECISION
Unavailable
CITATIONS TO TEXT OF DECISION
Original language (English): 2001 WL 1382592 (S.D.N.Y.); 2001 U.S. Dist. LEXIS 18107
Translation: Unavailable
CITATIONS TO COMMENTS ON DECISION
English: Larry A. DiMatteo et al., 34 Northwestern Journal of International Law & Business (Winter 2004) 299-440 at nn.124, 149
Go to Case Table of Contents
Pace Law School
Institute of International Commercial Law - Last updated August 18, 2006