By: Yoshimochi Taniguchi
Parties to contracts between U.S. and Japanese companies usually agree to exclude the application of the United Nations Convention on Contracts for the International Sale of Goods (“CISG”) from the sales agreement due to concerns about how the CISG will be interpreted and/or incompatibility with U.S. or Japanese law or both. In this paper, the author will suggest that the more countries amend their laws in accordance with CISG standards and the more national courts develop a unified interpretation of the CISG, the more the CISG will represent harmonized law, and as such, contracting parties should not exclude it. This paper begins with the trend concerning the application of the CISG to sales agreements between U.S. and Japanese companies, and the backgrounds and reasons for such a trend. In the second part, the author introduces some laws that either are or will be amended to be in accordance with CISG standards. The author also introduces some uniform laws that are already in effect and that can resolve some problems arising from the application of the CISG. In the third part, the author introduces and analyzes some cases in which the courts made decisions referring to decisions made in other countries concerning the CISG, which in turn has led to the development of a unified interpretation of the CISG among many countries. Finally, the author concludes that the CISG will represent harmonized law in the future, which will ultimately give both contracting parties more substantive benefits, and contracting parties therefore should not exclude it.