《SCHMITTHOFF'S EXPORT TRADE THE LAW AND PRACTICE OF INTERNATIONAL TRADE》求取 ⇩

PART ONETHE INTERNATIONAL SALE OF GOODS3

1.INTRODUCTION3

Export transactions founded on the contract of sale3

Export transactions for the construction of works and installations3

Export merchants and manufacturers； bankers， insurers， carriers andshipping agents4

Exports and the national interest5

The Export transaction6

The United Kingdom Sale of Goods Act7

2.SPECIAL TRADE TERMS IN EXPORT SALES8

Ex works，or ex warehouse， or ex store （where the goods are situate）9

F.o.r. or f.o.t. （named point of departure）11

Delivered at container collection depot （named place of depot）13

F.a.s. （named vessel in the port of shipment）13

F.o.b. （named port of shipment）16

Definition16

American practice17

Types of f.o.b. clauses18

F.o.b. values20

Arrangement of freight and marine insurance20

Responsibilities of the parties21

Naming an effective ship21

Multi-port f.o.b. clauses23

Duty to procure an export licence23

F.o.b. airport24

C.i.f. （named port of destination）25

Definition26

The shipping documents29

Refusal to accept the documents32

Responsibilities of the parties33

Payment of the price34

Port of shipment and port of destination35

Tender of goods a float36

Loss of goods37

Contracts expressed to be c.i.f. but not being true c.i.f. contracts38

Refusal to accept the goods39

Variants of the c.i.f. contract39

c. and. f. （named port of destination）40

c.i.f. and c.， c.i.f. and c. and i41

Arrival， or ex ship （named ship and named port of arrival42

Ex quay （named port of destination）43

Delivered at frontier （named place of delivery at frontier）43

Delivered （named place of destination in the country of importation）duty paid44

3. STANDARDISATION OF TERMS IN INTERNATIONAL SALES45

Uniform conditions of export sales45

United Nations Commission on International Trade Law45

Incoterms 1953 and other ICC publications46

Uniform Laws on International Sales48

Revised American Foreign Trade Definitions 194148

American uniform commercial code48

General conditions of the Council for Mutual Economic Assistance49

Codifications of international trade law in the Socialist countries50

Model contract forms applying to specified international transactions51

Standard conditions issued by trade associations51

Model contracts sponsored by the United Nations ECE52

Model contract forms used in construction contrasts52

General terms of business adopted by individual exporters53

Some important clauses53

The buyer’s agreement54

Standards terms in home transactions55

Simplification of Export Documentation55

4.MARKET INFORMATION FOR EXPORTERS57

Government services for exporters57

The Export Intelligence Service57

Trade promotion overseas58

The British Overseas Trade Board59

Export publications59

Trade and Industry59

Export Data； Exporter’s Year Book59

Commerce International60

Hints to Business Men60

Publications dealing with particular export markets60

5. OFFER AND ACCEPTANCE61

The offer61

The acceptance61

The confirmation slip63

Special problems relating to general conditions63

A verbal contractural promise may override general conditions63

Incorporation of current edition of general conditions64

Conflicting general conditions of contracting parties64

International supply contracts65

6. INVOICES AND PACKING66

Invoices66

The commercial invoice66

Invoices on official forms67

Packing68

7.MODES OF PAYMENT71

Exchange control legislation71

8.PERFORMANCE OF THE CONTRACT75

English and foreign sales law75

Delivery of the goods76

Passing of the property77

The reservation of property clauses79

Passing of the risk80

Contract Guarantees81

Performance guarantees82

Bank guarantees83

Certificates of quality and of inspection85

Liquidated damages or penalties86

9. ACCEPTANCE AND REJECTION OF GOODS89

Conditions and warranties and intermediate terms90

Conditions and warranties90

The intermediate term91

Examination of goods92

Acceptance of goods95

Rejection of goods97

right of rejection in c.i.f.contracts98

Rejection where each delivery to be treated as separate contract99

Property in rejected goods100

Rejection and estoppel100

Rejection and frustration100

Relaxation of strict performance of contract100

10. THE RIGHTS OF THE UNPAID SELLER103

Where the property has been reserved： the right of withholdingdelivery103

Where the property has not been reserved104

The unpaid seller’s lien104

Stoppage in transitu105

The right of resale108

11. COMMERCIAL FRUSTRATION109

Legal meaning of frustration109

Conditions upon which the contract is frustrated111

Destruction of subject-matter111

Illegality111

Fundamental change in circumstances114

Export and import licences and quotas116

Partial frustration118

No frustration where impossibility due to default of a party119

Effect of frustration119

In general119

The Law Reform （Frustrated Contracts） Act 1943119

Force majeure clauses121

Different kinds of force majeure clauses121

Force majeure clauses which are too vague123

Force majeure clauses defeated by events124

12. ENGLISH LAW AND FOREIGN LAW125

Proof of foreign law125

Methods of conflict avoidance126

The law governing the contract127

The law intended by the parties128

The law with which the contract is most closely connected130

Presumption in favour of the law of the place where the contract was concluded130

Presumption in favour of the place where the contract is to be performed131

Presumption in favour of the place where an arbitration is to be held132

Money of account and of payment； recovery in foreign currency133

Foreign state immunity134

Foreign illegality136

Civil consequences136

Criminal consequences137

The EEC Law139

13.THE UNIFORM LAWS ON INTERNATIONAL SALES140

The Uniform Laws in the United Kingdom141

The Uniform Laws on International Sales Act 1967141

Application of Uniform Laws only if adopted by parties141

Mandatory provisions of proper law cannot be contracted out142

General Limitations of Uniform Laws142

Restriction to contracts between parties in Convention states142

Restriction to proper law under P.I.L.Convention143

Effect of limitations143

Contracts of International Sale144

The Uniform Law on International Sales145

The Uniform Law on Formation147

Limitation in the International Sale of Goods148

PART TWOREPRESENTATIVES ABROAD153

14.SOLE DISTRIBUTION AGREEMENTS153

Nature of sole distribution agreements153

Sole distribution agreements distinguished from contracts of sale and from agency agreements153

Export distribution agreements154

Clauses in sole distribution156

Definition of the territory157

Definition of the goods157

Sale buying and selling rights158

Advertising， market information， protection of patents and trade marks158

Other clauses159

Law relating to restrictive practices159

15.AGENCY ARRANGEMENTS161

Self-employed agents abroad161

The contract of agency162

duties of the agent165

duties of the principal167

Special types of agents170

The delcredere agent170

The agent carrying stock171

Exclusive trading rights172

The confirming house173

The freight forwarder178

The agent of necessity180

Foreign agency laws181

16.BRANCH OFFICES ABROAD183

The contract of employment abroad184

Salary and commission184

Accommodation abroad， payment of overseas passage185

Reports to the head office185

Bonds and fidelity guarantees185

Termination of contract； security of employment185

Foreign legislation187

Foreign aliens legislation187

Foreign labour legislation188

Foreign legislation protecting security of employment189

Travelling representatives abroad190

ATA and ECS carnets191

17. SUBSIDIARY COMPANIES ABROAD193

The overseas subsidiary193

The multinational enterprise194

In company law195

Under the Exchange Control Act1947197

Foreign law affecting overseas subsidiaries198

Foreign company laws199

Foreign labour laws200

Foreign tax laws200

Foreign investment laws201

Conclusions204

18.JOINT EXPORT ORGANISATIONS205

Joint selling organisations205

Consortia206

Joint ventures207

The European Co-operation Grouping208

19.RESTRICTIVE TRADE PRACTICES IN THE UNITED KINGDOM210

Restrictive trade practices legislation210

Duty to notify restrictive agreements211

Monopoly situations in relation to exports213

Collective price maintenance agreements214

Reduction of exports as defence in proceedings before the Restrictive Practices Court215

Relationship between United Kingdom regulations and the com-petition law of the European Community and the Free Trade Agreements216

20.THE COMPETITION LAW OF THE EUROPEAN COMMUNITY218

The basic provisions218

Procedure220

Measures providing exemptions en bloc221

Agreements of minor importance222

Exclusive agency contracts222

Exclusive dealing agreements223

The block exemption223

Agreements prohibiting parallel exports or imports224

Co-operation agreements225

Agreements relating to standardisation， research and development，and specialisation226

Abuse of dominant position226

The competition law of the Free Trade Agreements227

Foreign national competition legislation228

PART THREEMATTERS INCIDENTAL TO EXPORTING233

21.THE FINANCE OF EXPORT233

Arrangements for direct payment by the buyer234

Payment on open account234

Bills of exchange234

Collection arrangements242

Bankers’ documentary credits244

Uniform Customs and Practice for Documentary Credits 1974246

The stages of a documentary credit247

The doctrine of strict compliance248

The documents tendered to the bank250

Time of opening of credit253

The expiry date of the credit254

The law applicable to the credit255

Damages for failure to open a credit256

Kinds of documentary credits256

Documentary credits and bank indemnities266

Short-circuiting of documentary credit267

Fraud affecting documentary credits269

Negotiation of bills by exporters270

Merchant finance for exports270

Non-recourse finance271

Factoring services272

22.EXPORT CREDITS GUARANTEES274

The Export Credits Guarantee Department274

Insurance facilities offered by the Export Credits Guarantee Department275

Short term credits275

Medium and long term credits281

ECGD and the provision of finance281

Cost-escalation cover285

Performance bonds285

Cover against unfair calling of on demand bonds285

Projects participants insolvency cover286

Joint and several cover286

23.INSURANCE OF EXPORTS288

Marine insurance288

Stipulations in the contract of sale288

The assured， the insurer and the broker289

Kinds of marine insurance291

The contract of insurance299

Risks covered by marine insurance308

Claims322

Aviation Insurance327

24. CARRIAGE OF EXPORTS BY SEA，AIR AND ROAD329

Carriage by sea329

The general course of business329

The contract of carriage by sea334

Freight336

Carriage covered by bills of lading345

Container transport377

General average claims and contributions381

Carriage by air381

History of the Carriage by Air Acts 1932， 1961 and1962382

General introduction382

Basic system of liability383

When do the various regimes apply？385

Carriage governed by the original Warsaw Convention386

Carriage governed by the amended Warsaw Convention388

Non-Convention carriage389

IATA carriage390

Extension to territories overseas391

Carriage by road391

Scope of application391

The consignment note393

Liability of the carrier394

Time limits396

Nullity of stipulations contrary to the Convention396

25. PROTECTION OF PATENTS AND TRADE MARKS ABROAD397

Patents and designs397

The regulation in the United Kingdom397

Territorial scope of patents398

International Conventions400

Proposed international developments402

EEC Law403

Trade marks404

Registered and unregistered trade marks404

Registration of trade marks in the United Kingdom405

Registration of trade marks for exports only408

International protection of trade marks408

26.ARBITRATION AND LITIGATION411

Arbitration411

English arbitration413

International arbitration420

The UNCITRAL Arbitration Rules420

The London Court of Arbitration422

The ICC Court of Arbitration423

European arbitration426

Arbitration in countries of state-planned economy427

Arbitration of investment disputes429

Enforcement of awards430

Litigation433

Submission to jurisdiction434

Service out of the jurisdiction434

The Mareva injunction435

Enforcement of English judgments abroad436

Judgments in foreign currency in the English courts437

The EEC Judgments Convention438

Judgments of the Court of the European Communities440

PART FOURLONG TERM CONTRACTS443

27.THE CONSTRUCTION OF WORKS AND INSTALLATIONS ABROAD443

Types of procurement444

Procurement by tender445

The course of dealing445

The standard contract forms447

The pre-contractual stage448

The contract452

Post-contractural problems454

PART FIVECUSTOMS LAW461

28.GOVERNMENT REGULATION OF EXPORT461

Export licensing461

The general control of exports461

Control of strategic goods464

Powers of inquiry and search， penalties465

Transhipment licences465

Customs regulations465

Entry and pre-entry of goods466

Tariff requirements for exports467

Goods other than bonded or drawback goods469

Bonded and drawback goods469

Goods exported by parcel post471

Return of unused imports471

Goods in transit472

Free movement of Community goods472

Central concepts473

Community Transit Certificates474

EEC preference arrangements477

Customs offences479

APPENDICES483

1. INSURANCE OF EXPORTS483

Marine Insurance Act1906483

Form of Policy483

Rules for Construction of Policy484

2.CARRIAGE OF EXPORTS BY SEA AND AIR486

Carriage of Goods by Sea Act 1971486

The Hague Rules as amended by the Brussels Protocol 1968486

3.EXCHANGE CONTROL492

Exchange Control Act 1947，sections 21-23492

Import and Export492

4.FREIGHT FORWARDERS494

Standard Trading Conditions sponsored by the Institute of Freight Forwarders Ltd.［1974 edition］494

Index498