Law of International Sales and Finance Essay Example | Topics and Well Written Essays - 3000 words

Law of International Sales and Finance - Essay Example In international sales, however, several applicable laws co-exist creating several standards that determine whether or not a valid acceptance was made. The United Nations Convention on Contracts for the International Sale of Goods (CISG), or the Vienna Convention, and Domestic Common Law are examples. Their applicability illustrates what Michael Bridge refers to as the "'bifocal' world of international sales law," where the broad provisions of the Vienna Convention and the details found in Common law are applied depending on the type of transaction being conducted2. Hence, it is crucial for contracting parties to understand the applicability of each in particular cases, as well as the differences and similarities embodied, to determine if a contract is duly enforceable or not. Since an acceptance of an offer indicates an offeree's assent to the terms of the offer and be bound by a contract, a set of established rules of acceptance are crucial in determining whether an acceptance is effective or not. First, a valid acceptance must be unqualified and without modifications or conditions of the offer. This is illustrated in Masters v. Cameron (1954) 91 C.L.R. 353, where in the case of a conditional offer, it was held that the use of the words "subject to contract" in the formation of the contract is "prima facie [to] create an overriding condition, so that what has been agreed upon must be regarded as the intended basis for a future contract and not as constituting a contract"3. With regard to counter-offers, Livingstone v. Evans (1925) 4 D.L.R. 769 states that "[i]f an acceptance does not mirror the offer, then it is ought to be construed as counter-offer4" and is considered as a rejection of the original offer. Second, acceptance must be communicated by the offeree to the offeror, where actual communication exists. Hence, silence or inactivity does not embody acceptance5. The case of Felthouse v. Bindley (1862) 11 C.B. (N.S.) 869 illustrates this point. However, acceptance can also expressed based on a party's conduct. In St. John Tug Boat Co. v. Irving Refinery Ltd. (1964) S.C.R. 614, although no acceptance was communicated, it was held that if a man's conduct indicates acceptance to an offer, "the man thus conducting himself would be equally bound as if he intended6." As illustrated in Powell v. Lee (1908) 99 LT 284, acceptance must also come from the offeree himself, or a person authorized by the offeree to accept the offer7. The manner in which an acceptance is communicated must also be given consideration. In this regard, Eliason v. Henshaw [1819] US SC, concludes that acceptance of an offer must be communicated "according to the terms in which the offer was made" such that "[a]ny qualification of, or departure from, those terms, invalidates the offer8." Offerees are therefore bound to abide by the stipulations of the offeror in terms of deadline for acceptance, method of acceptance, and the like. In Tallerman & Co. Pty. Ltd. V. Nathan's Merchandise Pty. Ltd. (1957) 98 CLR 93, the date and time that an acceptance is communicated and becomes effective is also the date and time that a contract is formed9. However, since offers are revocable10, and an offer is only effective until a time specified by the offeror or