International Business Law Chapter 4 Study Guide (Group 8)
Under frustration of purpose clause, a contract may be excused if the reason for entering the contract has been changed or has been invaluable. If the valuable part of the contract, for example a well known concert singer, has become ill, the contract may be excused due to the illness of the valuable part, the singer, of completing the contract.
Valid Contract: an agreement that contains all of the essential elements and meets all the requirements of a binding contract
Elements of a Contract:
1. There is an agreement between the parties
2. It must be supported by consideration
3. The parties must have legal capacity
4. The contract must be for a legal purpose
CISG Article 11: a contract for the international sale of goods “need not be concluded in or evidenced by writing and is not subject to any other requirement as to form. It may be proved by any means, including witnesses.”
Electronic Signatures in Global and National Commerce Act: makes an electronic signature on a contract as legally binding as a handwritten one on a paper document
The common law parol evidence rule states that a court may not consider in evidence any written or oral statements that were made by the parties prior to or at the time of concluding a fully integrated written contract if the statements are offered to contradict, vary, or add to the terms of the written contract.
The CISG provisions of Article 9 resemble the way trade usages are handled under American law. The only trade usages that can be used to interpret or fill in the gaps in a contract are those to which the parties have agreed or that they have established between themselves and those usages of which the parties knew or ought to have known, and that are widely known in international trade (or at least in those countries in which both buyer and seller are located) and regularly observed in the industry or trade involved.
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