BUSINESS LAW IN CROSSBORDER TRANSACTIONS
Common Law and Civil Law are two of the world’s legal systems. Common Law, which is also called Anglo-American law, has its roots in England and implicit in former English colonies like USA, Australia, most of Canada and Malaysia. On the other hand, Civil Law, which is also known as Continental European, is originated from Western Europe and divided into four groups. The first one is French civil law, which can also be found in Belgium, Spain and Italy. The second one is German civil law, which is found for instance in Japan, Switzerland and Austria. The third group is Scandinavian civil law, found in Sweden, Norway and Iceland. Last ...view middle of the document...
Concerning this last difference, civil law does not use jury, judges controls the trials.
a) In this case it is needed a research in the Swedish Contracts Act of 1915:218 in order to determine the existence of a contract between two Swedish company, the offeror A and the offerree B. Company A sends an offer to company B consisting of 500 lamps for SEK 800 per lamp. A’s offer is dated March 19 and B has to answer within 5 days from March 19. Company B accepts the offer in a letter that reaches company A on March 22.
According to Section 6§ 1 of the Contract Acts, the answer is not delayed, but it contains a restriction, B accepts the offer but wants to purchase only 250 lamps instead of 500 lamps for the same price. In order to bind the contract, B has to accept the exact conditions stated in the offer made by A. Even though B accepts, it is an unclean acceptance (oren accept), thus it is a new offer and therefore a new negotiation process starts. As a consequence, a binding contract has not been concluded between the two companies.
b) Here we apply the UN Convention on Contracts for the International Sale of Goods (CISG). According to CISG article 1 (1) (a), this convention applies to contracts of sale of goods, in this case lamps, between parties whose place of business are in different states. Since both Italy and Austria are Contraction States we apply CISG.
Even though the Austrian company B answers in time, the acceptance contains a restriction; they want to purchase only 250 lamps instead of 500 lamps at the same price stated in the offer. According to article 19 (1), a reply consisting a modification is therefore a counter-offer. In conclusion, there is no binding contract between the Italian company A and the Austrian company B.
According to Article 20 (1), the Austrian company B answers is time, the letter reaches A on March 22, therefore the 5 days restriction is respected.
3) In this case we have a Swedish company, Sveco AB that makes two contracts with two different companies. One with a Danish company and the other one made with an Indian company. We presume that Sveco AB is delayed in delivering the goods to the both buyers. For this reason, both companies sue Sveco AB to the Swedish court demanding voidance of the contracts. In this case we know that Swedish law has jurisdiction.
Concerning the contract with the Danish company, we know that both Sweden and Denmark are Contracting States...