WRITE 2 PARAGRAPHS FOR YOUR RESPONSE. REMEMBER: NEED TO BE AT LEAST SENTENCES FOR EACH PARAGRAPH: Given Your Thought/Comments for following information. Your Comments Need To Be Depth 11-4b A Comparison of CISG and UCC Provisions The provisions of the CISG, although similar for the most part to those of the UCC, differ from them in certain respects. If the CISG and the UCC conflict, the CISG applies (because it is a treaty of the U.S. national government and therefore takes precedence over state laws under the U.S. Constitution). We look here at some differences with respect to contract formation. The appendix at the end of this chapter-which shows an actual international sales con- tract used by Starbucks Coffee Company-illustrates many of the special terms and clauses that are typically contained in international contracts for the sale of goods. Annotations in the appendix explain the meaning and significance of specific contract clauses. Statute of Frauds Unlike the UCC, the CISG does not include any Statute of Frauds pro- visions. Under Article 11 of the CISG, an international sales contract does not need to be evidenced by a writing or to be in any particular form. Offers UCC 2-205 provides that a merchant's firm offer is irrevocable, even without consid- eration, if the merchant gives assurances in a signed writing or record. In contrast, under the CISG, an offer can become irrevocable without a signed writing or record. Article 16(2) of the CISG provides that an offer will be irrevocable in either of the following circumstances: 1. The offeror states orally that the offer is irrevocable. 2. The offeree reasonably relies on the offer as being irrevocable. In both of these situations, the offer will be irrevocable without a writing or record and with- out consideration Another difference is that, under the UCC, if the price term is left open, the court will determine "a reasonable price at the time for delivery" (UCC 2-305(1). Under the CISG, however, the price term must be specified, or at least provisions for its specification must be included in the agreement. Otherwise, normally no contract will exist. Acceptances Under the UCC, a definite expression of acceptance that contains additional terms can still result in the formation of a contract, unless the additional terms are conditioned on the assent of the offeror. In other words, the UCC does away with the mirror image rule in domestic sales contracts. Article 19 of the CISG provides that a contract can be formed even though the acceptance contains additional terms, unless the additional terms materially alter the contract. Under the CISG, however, a "material alteration" includes almost any change in the terms. If an addi- tional term relates to payment, quality, quantity, price, time and place of delivery, extent of one party's liability to the other, or the settlement of disputes, the CISG considers the added term a material alteration. In effect, then, the CISG requires that the terms of the acceptance mirror those of the offer. Additionally, under the UCC, an acceptance is effective on dispatch, so a contract is created when the acceptance is transmitted. Under the CISG, in contrast, a contract is created not at the time the acceptance is transmitted but only on its receipt by the offeror. (The offer becomes irrevocable, however, when the acceptance is sent.) Also, in contrast to the UCC, the CISG provides that acceptance by performance does not require that the offeror be notified of the performance. WRITE 2 PARAGRAPHS FOR YOUR RESPONSE. REMEMBER: NEED TO BE AT LEAST SENTENCES FOR EACH PARAGRAPH: Given Your Thought/Comments for following information. Your Comments Need To Be Depth 11-4b A Comparison of CISG and UCC Provisions The provisions of the CISG, although similar for the most part to those of the UCC, differ from them in certain respects. If the CISG and the UCC conflict, the CISG applies (because it is a treaty of the U.S. national government and therefore takes precedence over state laws under the U.S. Constitution). We look here at some differences with respect to contract formation. The appendix at the end of this chapter-which shows an actual international sales con- tract used by Starbucks Coffee Company-illustrates many of the special terms and clauses that are typically contained in international contracts for the sale of goods. Annotations in the appendix explain the meaning and significance of specific contract clauses. Statute of Frauds Unlike the UCC, the CISG does not include any Statute of Frauds pro- visions. Under Article 11 of the CISG, an international sales contract does not need to be evidenced by a writing or to be in any particular form. Offers UCC 2-205 provides that a merchant's firm offer is irrevocable, even without consid- eration, if the merchant gives assurances in a signed writing or record. In contrast, under the CISG, an offer can become irrevocable without a signed writing or record. Article 16(2) of the CISG provides that an offer will be irrevocable in either of the following circumstances: 1. The offeror states orally that the offer is irrevocable. 2. The offeree reasonably relies on the offer as being irrevocable. In both of these situations, the offer will be irrevocable without a writing or record and with- out consideration Another difference is that, under the UCC, if the price term is left open, the court will determine "a reasonable price at the time for delivery" (UCC 2-305(1). Under the CISG, however, the price term must be specified, or at least provisions for its specification must be included in the agreement. Otherwise, normally no contract will exist. Acceptances Under the UCC, a definite expression of acceptance that contains additional terms can still result in the formation of a contract, unless the additional terms are conditioned on the assent of the offeror. In other words, the UCC does away with the mirror image rule in domestic sales contracts. Article 19 of the CISG provides that a contract can be formed even though the acceptance contains additional terms, unless the additional terms materially alter the contract. Under the CISG, however, a "material alteration" includes almost any change in the terms. If an addi- tional term relates to payment, quality, quantity, price, time and place of delivery, extent of one party's liability to the other, or the settlement of disputes, the CISG considers the added term a material alteration. In effect, then, the CISG requires that the terms of the acceptance mirror those of the offer. Additionally, under the UCC, an acceptance is effective on dispatch, so a contract is created when the acceptance is transmitted. Under the CISG, in contrast, a contract is created not at the time the acceptance is transmitted but only on its receipt by the offeror. (The offer becomes irrevocable, however, when the acceptance is sent.) Also, in contrast to the UCC, the CISG provides that acceptance by performance does not require that the offeror be notified of the performance