读书笔记

Introduction to International Sales Contracts — Chapter 5读书笔记思维导图

Introduction to International Sales Contracts — Chapter 5

5.1 Fundamentals of Contracts

A. Definition of Contract

1、 an agreement between two or more parties which creates an obligation to do or not to do a particular thing, and which is enforceable in law —Black's Law Dictionary

2、 a promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty — Restatement(Second) of Contracts

3、 mutual assent : an agreement establishing, altering, or discharging a relationship of civil rights and obligations between natural persons, legal persons or other organizations with equal standing — civil law

B. Classification of Contracts

1，purpose of contract: sales contracts, employment contracts, leasing contracts, construction contracts and so on

2, form of contract: written contracts and oral contracts

3，validity of contract: valid ,void and voidable contracts

（1）valid contract: enforced by either party

（2）void contract: have no legal effect

① one party was induced to conclude the contract through fraud or duress, thereby harming the interests of the state

②The parties colluded in bad faith, thereby harming the interests of the state, the collective or any third party

③ The parties intended to conceal an illegal purpose under the guise of a legitimate transaction

④ The contract is against public interests

⑤ The contract violates a mandatory provision of any law or adminstrative regulation

（3）voidable contract: amendment or revocation of a contract

① The contract was concluded due to a material mistake

② The contract was grossly unconscionable at the time of its conclusion

C. Essential Elements of a Valid Contract

Element 1: Parties must have legal capacity to contract

full legal capacity: above the age of 16 but below the age of 18 and lives on his/ her own income

limited legal capacity: below the age of 18, but the contract may be valid in two situations

(1) the person benefits from it

(2) the conclusion of the contract is appropriate for his/her age, intelligence or mental health

(3) other situations: upon ratification by the legal agent

Element 2: The contract must be an agreement of mutual assent reached through offer and acceptance

1, "mutual assent"means a party cannot be held to a contract if it is made where fraud, duress, or a mistake exists

Fraud : intentional deceit

Duress : any wrongful act or threat, which overcomes the free will of a party

Mistake : one or both parties acted on a mistaken belief about an existing fact

unilateral mistake refers to only one party has acted on the mistaken belief

(1) the contarct would be "unconscionable"

(2) the other party had the reason to know of the mistake,or his fault caused the mistake

mutual mistaken refers to both parties have acted on the same mistaken mistake

2, the parties both intend to creat legal relations

3, the mutual assent is almost invariably reached through what are called "the offer" and "the acceptance"

offer: a party's manifestation of intention to enter into a contract with the other party

acceptance: the offeree's manifestation of intention to assent to an offer

Element 3: The contract must not be illegal or contrary to public policy

public policy: widely used conception in the legislation of most countries

connotation of public policy: basic moral value, national securiy and public interests of one nation

Element 4: Consideration

Under common law, a contract is a promise or set of promises. In order for a promise to become a legally binding contract, the promisee must provide a return corresponding to the promise to the promisor, which is regarded as consideration.

5.2 Laws and Practices on International Sales Contracts

扩大视野宽度的练习

方格视野拓展

四字字群阅览

七字字群阅览

抓住关键性，掌握重点的练习

名词，动词，专有名词

5W2H

提示词语

图像式笔记

缩句

各种材料的阅读方式

4s速读法

1，预览和浏览

2，寻读

3，略读，跳读

4，精读

文章阅读

1，确定浏览目的

2，快速浏览一遍文章

3，边阅读边标记重点

4，将所标重点快速浏览一遍

5，凭脑中印象，用图像式笔记做记录

书籍杂志阅读

1.确定阅读目的

2，先阅读书籍目录

3，挑想读章节几下关键词并吸收

4，在阅读其余章节

5，笔记复读

比较式阅读

1，找出相关章节（预读，略读）

2，精读部分内容

3，分析列举主题思想大纲

4，试着跟作者辩论

oral contracts are no need to sign a written document, but the written contracts may take the form of agreement, letter(in tangible form)

Revocation of the contract may be allowed

Special contarct or agreement : memorandum 、 letter of intent

作者：朱颖娴