Convention

applies
to
contracts of sale of goods
between parties whose places
of business are in different
States, (a) when States are
Contracting States; or (b) when
the
rules
of
private
international law lead to the

Do the rules of private

Are states
international law lead
to
States?
the application fo the law
of a Contracting State?
NO.

The Convention
doesn't apply.

YES.

YES.

Contracting

YES.

YES.

Does the contract

deals with sales of
(a) goods bought for
personal, family or
household use?
NO.

NO.

The Convention
doesn't apply.

YES.

Does the contract

deals with sales (b) by
auction, (c) on
execution or otherwise
by authority of law; (d)
of stocks, shares,
investment securities,
negotiable instruments
or money; (e) of ships,
vessels, hovercraft or
NO.
YES.

YES.
The Convention
doesn't apply.
Is the supply of
labour and
services
preponderant
part of the
obligations in the

Did the seller, at

any time before or
at the conclusion
of the contract,
neither kew or
ought to have
known that the
goods were
bought for any
NO.

NO.

Is the governing of the Convention expressly

extended to (a) the validity of the contract or
of any of its provisions or of any usage; (b)
the effect which the contract may have on the
property in the goods sold?
NO.

YES.

The Convention, in
that case, is
concerned with those
points as well.

The Convention, in
that case, is not
concerned with those
points.

The Convention does not apply to

the liability of the seller for death
or personal injury caused by the

The parties may exclude the

application of this Convention or,
subject to article 12, derogate from

In the interpretation of this Convention, regard is to be

had to its international character and to the need to
promote uniformity in its application and the
observance of good faith in international trade.
Are there questions concerning
the Convention that aren't
expressly settled?
YES.

Is there an abscence of the general

principles on which the Convention
YES.

NO.

NO.

Those questions are

to be settled in
conformity with the
law applicable by
virtue of the rules
of private
international law.

Those questions are

to be settled in
conformity with the
general principles.

Did a party knew or could not

have been unaware of the intent
of the other party?
NO.

YES.

The statements made by and

The statements made by and
other conduct of the other party
other conduct of the other party
are to be interpreted according
are to be interpreted accroding to
his intent.
the understanding that a
reasonable person of the same
kind as the party would have had
in the same circumstances.
The parties are bound by any usage
to which they have agreed and by
any practices which they have
established between themselves.
The parties are considered, unless otherwise
agreed, to have impliedly made applicable to
their contract or its formation a usage of
which the parties knew or ought to have
known and which in international trade is
widely known to, and regularly observed by,
parties to contracts of the type involved in

Does a party have a place of

YES.

Does a party have more

than one place of bussines?

NO.

In that case, the reference

is to be made to his
habitual residence.

In that case, the place of

business is that which has
the closest relationship to
the contract and its
performance, having
regard to the
circumstances known to or
contemplated by the
parties at any time before