Open Access. Powered by Scholars. Published by Universities.®

Law Commons

Open Access. Powered by Scholars. Published by Universities.®

Scholarly Works

Commercial Law

Contract

Publication Year

Articles 1 - 3 of 3

Full-Text Articles in Law

Systemic Risk Of Contract, Tal Kastner Jan 2022

Systemic Risk Of Contract, Tal Kastner

Scholarly Works

Complexity and uncertainty define our world, now more than ever. Scholars and practitioners have celebrated modular contract design as an especially effective tool to manage these challenges. Modularity divides complex structures into relatively discrete, independent components with simple connections. The benefits of this fundamental drafting approach are intuitive. Lawyers divide contracts into sections and provisions to make them easier to understand and reduce uncertainty. Dealmakers constructing complex transactions use portable agreements as building blocks to reduce drafting costs and enable innovation. Little attention, however, has been paid to the risks introduced by modularity in contracts. This Article demonstrates how this …


Sale Of Goods Contract Not To Be Performed Within A Year: Is The Uniform Commercial Code Statute Of Frauds Provision Exclusive?, Sidney Kwestel Apr 2012

Sale Of Goods Contract Not To Be Performed Within A Year: Is The Uniform Commercial Code Statute Of Frauds Provision Exclusive?, Sidney Kwestel

Scholarly Works

No abstract provided.


Penalty Clauses And The Cisg, Jack Graves Jan 2012

Penalty Clauses And The Cisg, Jack Graves

Scholarly Works

Commercial agreements often provide for “fixed sums” payable upon a specified breach. Such agreements are generally enforced in civil law jurisdictions. In contrast, the common law distinguishes between “liquidated damages” and “penalty” clauses, enforcing the former, while invalidating the latter as a penalty. The UN Convention on Contracts for the International Sale of Goods (CISG) does not directly address the payment of “fixed sums” as damages, and the validity of “penalty” clauses has, traditionally, been relegated to otherwise applicable domestic national law under CISG Article 4. This traditional orthodoxy has recently been challenged—suggesting that the fate of a penalty clause …