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11Slovenia: Višje sodišče v Celju (Celje High Court): VSC sklep Cpg 33/2011 (8June20
Case 1149: CISG 1(1)(a); 6
Slovenia: Višje sodišče v Celju (Celje High Court)
VSC sklep Cpg 33/2011
8 June 2011
Original in Slovenian
Published in Slovenian:
http://www.sodisce.si/znanje/sodna_p...0040815262021/
On 20 June 2007, a Polish producer of paper bags entered into a long-term sales
relationship with a Slovenian buyer concerning sales of specially produced paper
bags. In the contract the parties agreed that the law governing the contract would be
“the civil code and corresponding community regulations”.
In January 2008, the buyer transferred its rights and obligations from the contract of
sale to another buyer on which the new buyer and the seller subsequently agreed.
After a month had passed, the seller invoiced the new buyer for the goods, costs of
matrix preparation and costs of the transport of the goods. The buyer refused to pay
the invoices, claiming not to be in a contract of sale relationship with the seller and
that the original buyer had ordered the goods.
The court of first instance applied the CISG on the basis of article 1(1)(a), stating
that both of the parties’ places of business were in contracting States. It ruled in
favour of the seller finding that the “new” buyer must pay the price for the goods.
The defendant appealed.
The appellate court first dealt with the matter of personal subrogation and found that
the rights and obligations were validly transferred from the original buyer to the
new buyer under Slovenian law. Although the appellant had not appealed against the
part of the decision regarding applicable law, the appellate court dealt with the
question on its own initiative. It found that, because the contract of sale stipulated that the “civil code and corresponding community regulations” should govern the
contract, the court of first instance should have taken the will of the parties into
consideration.
Therefore, it should have determined whether the parties’ intention
was to exclude application of the CISG under article 6 CISG. The appellate Court
stated that, because the court of first instance failed to clarify this question, it was
not clear which civil code the parties had in mind.
Thus, the appellate court overturned the decision of the court of first instance and
remanded the case for retrial indicating that, in reconsideration of the case, the court
of first instance should fully and comprehensively clarify the question of applicable
law.
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