Depending on the availability or absence of an international element contracts for commercial sale are:
- a contract for sale within the trade agreement
- foreign sales.
International sale is when one of its elements it is connected with the legal order of another state or country. Uniform regulation of international sales is contained in the Vienna Convention (IC) of the United Nations on Contracts for the International Sale of Goods.
This Convention applies to contracts for sale of goods between parties whose places of business in different States in this consists its international character.
If the country has more than one place of business of such shall be the place that is most closely connected with the contract and its implementation, taking into account the circumstances that were known to the parties or were considered by them any time before or at the conclusion of the contract.
If the country has no fixed place of business, reference is made ??to his habitual residence (Art. 10 BK).
The international nature of the sale has a subjective side, it must be known at least in any of Contractors in the contract, any other transaction between them, either by outward from each side information before or at the conclusion of the sale.
If in a contract or information exchanged between the parties does not indicate that their places of business in different countries, this fact, though objectively there is not taken into account (Article 1, item 2 BK).
Following prerequisites for the implementation of the Convention at the time of the contract place of business of the parties is located in the State Party or a State not party, but whose rules of private international law lead to application of the law Contracting State.
Vienna Convention applies both to civil and commercial sales in nature.
From the field are excluded however sales of goods bought for personal, family or household use, unless the seller before or at the conclusion of the contract didn’t knew or should not have known that the goods were bought for such use.
Excluded as well are:
- sales by auction, based on execution or otherwise by law;
- sales of stocks, shares, security bonds, securities and money;
- of ships, vessels, vehicles, hovercraft or aircraft;
- Electricity.
The last prerequisite for application rules of the Vienna Convention is not the parties expressly excluded its operation or may not be derogated from its rules by special stipulations in the contract.
Convention mainly regulates the contract of sale thereof and the resulting rights and obligations of the seller and the buyer.
Otherwise expressly provided therein, it not relates to the validity of the contract as a whole or its individual provisions as well as the effect which the contract may have on the ownership of the merchandise sold.