LEGISLATIVE HISTORY

CISG ANTECEDENTS

• Match-up of CISG Article 65 with ULIS provisions
• Comments on the match-up

     CISG Article 65                         ULIS Article 67 
                                                       
1. If under the contract the       1. If the contract reserves to 
buyer is to specify the form,      the buyer the right subsequently 
measurement or other features      to determine the form, 
of the goods and he fails to make  measurement or other features 
such specification either on the   of the goods (sale by specification) 
date agreed upon or within a       and he fails to make such 
reasonable time after receipt of   specification either on the date 
a request from the seller, the     expressly or impliedly agreed upon 
seller may, without prejudice to   or within a reasonable time after 
any other rights he may have,      receipt of a request from the seller,
make the specification himself     the seller may declare the contract 
in accordance with the             avoided, provided that he does so 
requirements of the buyer that     promptly, or make the specification 
may be known to him.               himself in accordance with the 
                                   requirements of the buyer in so far 
2. If the seller makes the         as these are known to him. 
specification himself, he must 
inform the buyer of the details    2. If the seller makes the 
thereof and must fix a reasonable  specification himself, he shall inform
time within which the buyer may    the buyer of the details thereof 
make a different specification.    and shall fix a reasonable period 
If, after receipt of such a        of time within which the buyer 
communication, the buyer fails     may submit a different specification.
to do so within the time so fixed, If the buyer fails to do so the 
the specification made by the      specification made by the seller 
seller is binding.                 shall be binding. 

Comments on the match-up

"ULIS contains a special rule . . . regarding the seller's right to specify certain features of the goods (Article 67 ULIS). Article 65 CISG is based on that rule. However, the ULIS rule was criticised in one respect during the sessions of the Working Group. Under Article 67(1) ULIS the seller has the automatic right to declare the contract avoided if the buyer fails to specify the relevant features of the goods on the date agreed or within a reasonable time after receipt of a request from the seller. The Working Group took the view that this immediate right to avoid the contract was too harsh and not in line with the rest of the system governing breaches of contract. The immediate right to avoid the contract was then deleted and the general system of remedies stated to be applicable. . . ." Hager in Commentary on the UN Convention on the International Sale of Goods, Peter Schlechtriem ed. (Oxford 1998) 496 [citations omitted].

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Pace Law School Institute of International Commercial Law - Last updated June 17, 1998

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