[Federal Register Volume 60, Number 10 (Tuesday, January 17, 1995)]
[Notices]
[Pages 3484-3489]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-1034]




[[Page 3483]]

_______________________________________________________________________

Part V





Department of State





_______________________________________________________________________



Entry Into Force for the United States of the Convention on the 
Limitation Period in the International Sale of Goods, With Protocol; 
Notice

  Federal Register / Vol. 60, No. 10 / Tuesday, January 17, 1995 / 
Notices   
[[Page 3484]] 

DEPARTMENT OF STATE

[Public Notice 2133]


Entry Into Force for the United States of the Convention on the 
Limitation Period in the International Sale of Goods, With Protocol

    The 1974 Convention on the Limitation Period in the International 
Sale of Goods, done at New York June 4, 1974, and the Protocol amending 
the Convention, done at Vienna April 11, 1980, entered into force for 
the United States December 1, 1994. The Convention and Protocol were 
prepared under the auspices of the United Nations Commission on 
International Trade Law (UNCITRAL). This notice reproduces the official 
United Nations consolidated text of the Convention as amended, for use 
by transactional parties and for purposes of citation. The Convention 
and the Protocol will be published in the Department's Treaties and 
Other International Agreements Series (``T.I.A.S.'').
    The Convention sets forth international rules, applicable between 
States party to the Convention, on time limits (``statutes of 
limitation'') for making legal claims with regard to sales of goods 
which are covered by the Convention. The Convention also includes 
provisions on application of the rules to particular types of cases, 
extensions of time limits, the effect of expiration of the time limits, 
and other related matters. Consumer transactions as defined are not 
covered. The Convention operates in international trade as the 
equivalent of a statute of limitations in domestic sales transactions. 
It substitutes uniform rules for the different concepts and widely 
divergent limitation periods now found in many legal systems. Parties 
to commercial transactions otherwise covered by the Convention may 
expressly opt out of coverage by the Convention.
    United States accession, after Senate advice and consent, was 
coupled with a declaration that the United States will not be bound by 
Article I of the 1980 Protocol, which amended Article 3 of the 1974 
Convention. Thus, the original version of Article 3 is in force for the 
United States, and is reproduced in the following treaty text. The 
original Article 3 limits the scope of application, permitting greater 
commercial predictability as to when the Convention applies.
    In addition, the Convention text reproduced below includes by 
footnote the original text of several other Articles of the 1974 
Convention which were amended by the 1980 Protocol. The original 1974 
text of those Articles will apply as between the United States and 
several States party to the 1974 Convention which have not as yet also 
adopted the 1980 amendments. Those countries, along with others party 
to the amended Convention as of December 1, 1994, are listed below.
    A brief description of the Convention and Protocol may be found in 
the Section-by-Section analysis that accompanied the Message from the 
President transmitting the Convention and Protocol to the Senate; see 
Senate Treaty Doc. 103-10, 103d Cong., 1st Sess. (1993). The American 
Bar Association endorsed United States accession to the Convention as 
amended; a report of the Section on International Law and Practice on 
the Convention is published in the Section's review, The International 
Lawyer, at volume 24, pages 383-599 (Summer 1990).
    The parties to the Convention as of December 1, 1994 are listed 
below; all States are parties to both the Convention and the Protocol, 
except those followed by an asterisk ``*'', which are States party only 
to the 1974 Convention: Mexico, Argentina, Bosnia, Czech Republic, 
Dominican Republic*, Egypt, Ghana*, Guinea, Hungary, Norway*, Romania, 
Slovakia, Uganda, Ukraine*, Yugoslavia* and Zambia. The provisions of 
the original 1974 Convention will apply as between the United States 
and those countries which have not adopted the Protocol.
    For current information about countries that have ratified or 
acceded to the Convention and Protocol, and for the text of any 
declarations made by States parties, contact the United Nations Treaty 
Section of the Office of Legal Affairs, New York, N.Y. 10017. The U.N. 
Treaty Section may be reached at (212) 963-5484 or by fax at (212) 963-
3693.
    The Office of Treaty Affairs of the Legal Adviser's Office, 
Department of State, also maintains records on multilateral treaties to 
which the U.S. is a party. The Office updates that information and, on 
a monthly basis, publishes relevant information in the Department of 
State Dispatch about developments concerning treaties and conventions 
to which the United States is a party. The Department of State annual 
publication, Treaties in Force, lists all parties to treaties and 
conventions to which the United States is a party, as of January 1 of 
any given year. This publication also notes the status of reservations 
or declarations made by states parties. For information, write to the 
Office of Treaty Affairs, Department of State, Room 5420, 22nd and C 
Streets, N.W., Washington, DC 20520, (202) 647-1345 or fax (202) 736-
7541.
    Reproduced below is the United Nations official consolidated text 
of the 1974 Convention, as amended by the 1980 Protocol. The Secretary-
General prepared this consolidated text pursuant to Article XIV(2) of 
the Protocol. The text reproduced includes an editorial note at Article 
3 to call attention to the fact that the States has declared that it 
will be bound by the 1974 version of Article 3, which appears in a 
footnote, rather than the 1980 amended version of that article. The 
separate texts of the Convention and Protocol are reprinted in 13 
International Legal Materials (ILM) 949 (1974), and 19 ILM 698 (1980). 
The text is authentic in English, Chinese, French, Russian and Spanish. 
The United Nations has also issued an official Arabic text.
    For further information on this Convention or treaty matters 
related thereto, contact the United Nations Treaty Section or the 
Department of State's Office of Treaty Affairs at the numbers given 
above. For information on the Department's program on private 
international law matters, contact Harold Burman, Exec. Dir., Advisory 
Committee on Private International Law, 2100 K Street NW. 20037, fax 
(202) 653-9854 or the official indicated below.

    Dated: December 7, 1994.
Peter H. Pfund,
Assistant Legal Adviser for Private International Law.

APPENDIX: UNITED NATIONS--CERTIFIED CONSOLIDATED ENGLISH TEXT OF THE 
CONVENTION

Convention on the Limitation Period in the International Sale of Goods 
as Amended by the Protocol Amending the Convention on the Limitation 
Period in the International Sale of Goods

Preamble

    The States Parties to the present Convention,
    Considering that international trade is an important factor in the 
promotion of friendly relations amongst States,
    Believing that the adoption of uniform rules governing the 
limitation period in the international sale of goods would facilitate 
the development of world trade,
    Have agreed as follows:

Part I. Substantive Provisions

Sphere of Application

Article 1

    1. This Convention shall determine when claims of a buyer and a 
seller against each other arising from a [[Page 3485]] contract of 
international sale of goods or relating to its breach, termination or 
invalidity can no longer be exercised by reason of the expiration of a 
period of time. Such a period of time is hereinafter referred to as 
``the limitation period''.
    2. This Convention shall not affect a particular time-limit within 
which one party is required, as a condition for the acquisition or 
exercise of his claim, to give notice to the other party or perform any 
act other than the institution of legal proceedings.
    3. In this Convention:
    (a) ``buyer'', ``seller'' and ``party'' mean persons who buy or 
sell, or agree to buy or sell, goods, and the successors to and assigns 
of their rights or obligations under the contract of sale;
    (b) ``creditor'' means a party who asserts a claim, whether or not 
such a claim is for a sum of money;
    (c) ``debtor'' means a party against whom a creditor asserts a 
claim;
    (d) ``breach of contract'' means the failure of a party to perform 
the contract or any performance not in conformity with the contract;
    (e) ``legal proceedings'' includes judicial, arbitral and 
administrative proceedings;
    (f) ``person'' includes corporation, company, partnership, 
association or entity, whether private or public, which can sue or be 
sued;
    (g) ``writing'' includes telegram and telex;
    (h) ``year'' means a year according to the Gregorian calendar.

Article 2

    For the purposes of this Convention:
    (a) a contract of sale of goods shall be considered international, 
if at the time of the conclusion of the contract, the buyer and the 
seller have their places of business in different States;
    (b) the fact that the parties have their place of business in 
different States shall be disregarded whenever this fact does not 
appear either from the contract or from any dealings between, or from 
information disclosed by, the parties at any time before or at the 
conclusion of the contract;
    (c) where a party to a contract of sale of goods has places of 
business in more than one State, the place of business shall be 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 the time of the conclusion of the contract;
    (d) where a party does not have a place of business, reference 
shall be made to his habitual residence;
    (e) neither the nationality of the parties nor the civil or 
commercial character of the parties or of the contract shall be taken 
into consideration.

Article 3\1\

    1. This Convention shall apply only

    \1\Text as amended in accordance with article I of the 1980 
Protocol. States that make a declaration under article 36 bis 
(article XII of the 1980 Protocol) will be bound by article 3 as 
originally adopted in the Limitation Convention, 1974. Article 3 as 
originally adopted reads as follows:

    ``Article 3

    1. This Convention shall apply only if, at the time of the 
conclusion of the contract, the places of business of the parties to 
a contract of international sale of goods are in Contracting States.
    2. Unless this Convention provides otherwise, it shall apply 
irrespective of the law which would otherwise be applicable by 
virtue of the rules of private international law.
    3. This Convention shall not apply when the parties have 
expressly excluded its application.''
---------------------------------------------------------------------------

    (a) if, at the time of the conclusion of the contract, the places 
of business of the parties to a contract of international sale of goods 
are in Contracting States; or
    (b) if the rules of private international law make the law of a 
Contracting State applicable to the contract of sale.
    2. This Convention shall not apply when the parties have expressly 
excluded its application.

    Note: Pursuant to a declaration, the original Article 3 set out 
below will apply for the United States.

Article 4\2\

    This Convention shall not apply to sales:

    \2\Text of paragraphs (a) and (e) as amended in accordance with 
article II of the 1980 Protocol. Paragraphs (a) and (e) of article 4 
as originally adopted in the Limitation Convention, 1974, prior to 
its amendment under the 1980 Protocol, read as follows:
    (a) of goods bought for personal, family or household use;
    (e) of ships, vessels, or aircraft;
---------------------------------------------------------------------------

    (a) of goods bought for personal, family or household use, unless 
the seller, at any time before or at the conclusion of the contract, 
neither knew nor ought to have known that the goods were bought for any 
such use;
    (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 aircraft;
    (f) of electricity.

Article 5

    This Convention shall not apply to claims based upon:
    (a) death of, or personal injury to, any person;
    (b) nuclear damage caused by the goods sold;
    (c) a lien, mortgage or other security interest in property;
    (d) a judgement or award made in legal proceedings;
    (e) a document on which direct enforcement or execution can be 
obtained in accordance with the law of the place where such enforcement 
or execution is sought;
    (f) a bill of exchange, cheque or promissory note.

Article 6

    1. This Convention shall not apply to contracts in which the 
preponderant part of the obligations of the seller consists in the 
supply of labour or other services.
    2. Contracts for the supply of goods to be manufactured or produced 
shall be considered to be sales, unless the party who orders the goods 
undertakes to supply a substantial part of the materials necessary for 
such manufacture or production.

Article 7

    In the interpretation and application of the provisions of this 
Convention, regard shall be had to its international character and to 
the need to promote uniformity.

The Duration and Commencement of the Limitation Period

Article 8

    The limitation period shall be four years.

Article 9

    1. Subject to the provisions of articles 10, 11 and 12 the 
limitation period shall commence on the date of which the claim 
accrues.
    2. The commencement of the limitation period shall not be postponed 
by:
    (a) a requirement that the party be given a notice as described in 
paragraph 2 of article 1, or
    (b) a provision in an arbitration agreement that no right shall 
arise until an arbitration award has been made.

Article 10

    1. A claim arising from a breach of contract shall accrue on the 
date on which such breach occurs.
    2. A claim arising from a defect or other lack of conformity shall 
accrue on the date on which the goods are actually handed over to, or 
their tender is refused by, the buyer.
    3. A claim based on fraud committed before or at the time of the 
conclusion of the contract or during its performance shall accrue on 
the date on which the fraud was or reasonably could have been 
discovered.
[[Page 3486]]

Article 11

    If the seller has given an express undertaking relating to the 
goods which is stated to have effect for a certain period of time, 
whether expressed in terms of a specific period of time or otherwise, 
the limitation period in respect of any claim arising from the 
undertaking shall commence on the date on which the buyer notifies the 
seller of the fact on which the claim is based, but not later than on 
the date of the expiration of the period of the undertaking.

Article 12

    1. If, in circumstances provided for by the law applicable to the 
contract, one party is entitled to declare the contract terminated 
before the time for performance is due, and exercises this right, the 
limitation period in respect of a claim based on any such circumstances 
shall commence on the date on which the declaration is made to the 
other party. If the contract is not declared to be terminated before 
performance becomes due, the limitation period shall commence on the 
date on which performance is due.
    2. The limitation period in respect of a claim arising out of a 
breach by one party of a contract for the delivery of or payment for 
goods by installments shall, in relation to each separate installment, 
commence on the date on which the particular breach occurs. If, under 
the law applicable to the contract, one party is entitled to declare 
the contract terminated by reason of such breach, and exercises this 
right, the limitation period in respect of all relevant installments 
shall commence on the date on which the declaration is made to the 
other party.

Cessation and Extension of the Limitation Period

Article 13

    The limitation period shall cease to run when the creditor performs 
any act which, under the law of the court where the proceedings are 
instituted, is recognized as commencing judicial proceedings against 
the debtor or as asserting his claim in such proceedings already 
instituted against the debtor, for the purpose of obtaining 
satisfaction or recognition of his claim.

Article 14

    1. Where the parties have agreed to submit to arbitration, the 
limitation period shall cease to run when either party commences 
arbitral proceedings in the manner provided for in the arbitration 
agreement or by the law applicable to such proceedings.
    2. In the absence of any such provision, arbitral proceedings shall 
be deemed to commence on the date on which a request that the claim in 
dispute be referred to arbitration is delivered at the habitual 
residence or place of business of the other party or, if he has no such 
residence or place of business, then at his last known residence or 
place of business.

Article 15

    In any legal proceedings other than those mentioned in articles 13 
and 14, including legal proceedings commenced upon the occurrence of:
    (a) the death or incapacity of the debtor,
    (b) the bankruptcy or any state of insolvency affecting the whole 
of the property of the debtor, or
    (c) the dissolution or liquidation of a corporation, company, 
partnership, association or entity when it is the debtor, the 
limitation period shall cease to run when the creditor asserts his 
claim in such proceedings for the purpose of obtaining satisfaction or 
recognition of the claim, subject to the law governing the proceedings.

Article 16

    For the purposes of articles 13, 14 and 15, any act performed by 
way of counterclaim shall be deemed to have been performed on the same 
date as the act performed in relation to the claim against which the 
counterclaim is raised, provided that both the claim and the 
counterclaim relate to the same contract or to several contracts 
concluded in the course of the same transaction.

Article 17

    1. Where a claim has been asserted in legal proceedings within the 
limitation period in accordance with article 13, 14, 15 or 16, but such 
legal proceedings have ended without a decision binding on the merits 
of the claim, the limitation period shall be deemed to have continued 
to run.
    2. If, at the time such legal proceedings ended, the limitation 
period has expired or has less than one year to run, the creditor shall 
be entitled to a period of one year from the date on which the legal 
proceedings ended.

Article 18

    1. Where legal proceedings have been commenced against one debtor, 
the limitation period prescribed in this Convention shall cease to run 
against any other party jointly and severally liable with the debtor, 
provided that the creditor informs such party in writing within that 
period that the proceedings have been commenced.
    2. Where legal proceedings have been commenced by a subpurchaser 
against the buyer, the limitation period prescribed in this Convention 
shall cease to run in relation to the buyer's claim over against the 
seller, if the buyer informs the seller in writing within that period 
that the proceedings have been commenced.
    3. Where the legal proceedings referred to in paragraphs 1 and 2 of 
this article have ended, the limitation period in respect of the claim 
of the creditor or the buyer against the party jointly and severally 
liable or against the seller shall be deemed not to have ceased running 
by virtue of paragraphs 1 and 2 of this article, but the creditor or 
the buyer shall be entitled to an additional year from the date on 
which the legal proceedings ended, if at that time the limitation 
period had expired or had less than one year to run.

Article 19

    Where the creditor performs, in the State in which the debtor has 
his place of business and before the expiration of the limitation 
period, any act, other than the acts described in articles 13, 14, 15 
and 16, which under the law of that State has the effect of 
recommencing a limitation period, a new limitation period of four years 
shall commence on the date prescribed by that law.

Article 20

    1. Where the debtor, before the expiration of the limitation 
period, acknowledges in writing his obligation to the creditor, a new 
limitation period of four years shall commence to run from the date of 
such acknowledgement.
    2. Payment of interest or partial performance of an obligation by 
the debtor shall have the same effect as an acknowledgement under 
paragraph (1) of this article if it can reasonably be inferred from 
such payment or performance that the debtor acknowledges that 
obligation.

Article 21

    Where, as a result of a circumstance which is beyond the control of 
the creditor and which he could neither avoid nor overcome, the 
creditor has been prevented from causing the limitation period to cease 
to run, the limitation period shall be extended so as not to expire 
before the expiration of one year from the date on which the relevant 
circumstance ceased to exist. [[Page 3487]] 

Modification of the Limitation Period by the Parties

Article 22

    1. The limitation period cannot be modified or affected by any 
declaration or agreement between the parties, except in the cases 
provided for in paragraph (2) of this article.
    2. The debtor may at any time during the running of the limitation 
period extend the period by a declaration in writing to the creditor. 
This declaration may be renewed.
    3. The provisions of this article shall not affect the validity of 
a clause in the contract of sale which stipulates that arbitral 
proceeding shall be commenced within a shorter period of limitation 
than that prescribed by this Convention, provided that such clause is 
valid under the law applicable to the contract of sale.

General Limit of the Limitation Period

Article 23

    Notwithstanding the provisions of this Convention, a limitation 
period shall in any event expire not later than ten years from the date 
on which it commenced to run under articles 9, 10, 11 and 12 of this 
Convention.

Consequences of the Expiration of the Limitation Period

Article 24

    Expiration of the limitation period shall be taken into 
consideration in any legal proceedings only if invoked by a party to 
such proceedings.

Article 25

    1. Subject to the provisions of paragraph (2) of this article and 
of article 24, no claim shall be recognized or enforced in any legal 
proceedings commenced after the expiration of the limitation period.
    2. Notwithstanding the expiration of the limitation period, one 
party may rely on his claim as a defence or for the purpose of set-off 
against a claim asserted by the other party, provided that in the 
latter case this may only be done:
    (a) if both claims relate to the same contract or to several 
contracts concluded in the course of the same transaction; or
    (b) if the claims could have been set-off at any time before the 
expiration of the limitation period.

Article 26

    Where the debtor performs his obligation after the expiration of 
the limitation period, he shall not on that ground be entitled in any 
way to claim restitution even if he did not know at the time when he 
performed his obligation that the limitation period had expired.

Article 27

    The expiration of the limitation period with respect to a principal 
debt shall have the same effect with respect to an obligation to pay 
interest on that debt.

Calculation of the Period

Article 28

    1. The limitation period shall be calculated in such a way that it 
shall expire at the end of the day which corresponds to the date on 
which the period commenced to run. If there is no such corresponding 
date, the period shall expire at the end of the last day of the last 
month of the limitation period.
    2. The limitation period shall be calculated by reference to the 
date of the place where the legal proceedings are instituted.

Article 29

    Where the last day of the limitation period falls on an official 
holiday or other dies non juridicus precluding the appropriate legal 
action in the jurisdiction where the creditor institutes legal 
proceedings or assets a claim as envisaged in article 13, 14 or 15, the 
limitation period shall be extended so as not to expire until the end 
of the first day following that official holiday or dies non juridicus 
on which such proceedings could be instituted or on which such a claim 
could be asserted in that jurisdiction.

International Effect

Article 30

    The acts and circumstances referred to in articles 13 through 19 
which have taken place in one Contracting State shall have effect for 
the purposes of this Convention in another Contracting State, provided 
that the creditor has taken all reasonable steps to ensure that the 
debtor is informed of the relevant act or circumstances as soon as 
possible.

Part II. Implementation

Article 31

    1. If a Contracting State has two or more territorial units in 
which, according to its constitution, different systems of law are 
applicable in relation to the matters dealt with in this Convention, it 
may, at the time of signature, ratification or accession, declare that 
this Convention shall extend to all its territorial units or only to 
one or more of them, and may amend its declaration by submitting 
another declaration at any time.
    2. These declarations shall be notified to the Secretary-General of 
the United Nations and shall state expressly the territorial units to 
which the Convention applies.
    3. If a Contracting State described in paragraph (1) of this 
article makes no declaration at the time of signature, ratification or 
accession, the Convention shall have effect within all territorial 
units of that State.
    4. If, by virtue of a declaration under this article, this 
Convention extends to one or more but not all of the territorial units 
of a Contracting State, and if the place of business of a party to a 
contract is located in that State, this place of business shall, for 
the purposes of this Convention, be considered not to be in a 
Contracting State, unless it is in a territorial unit to which the 
Convention extends.\3\

    \3\New Paragraph 4, added in accordance with article III of the 
1980 Protocol.
---------------------------------------------------------------------------

Article 32

    Where in this Convention reference is made to the law of a State in 
which different systems of law apply, such reference shall be construed 
to mean the law of the particular legal system concerned.

Article 33

    Each Contracting State shall apply the provisions of this 
Convention to contracts concluded on or after the date of the entry 
into force of this Convention.

Part III. Declarations and Reservations

Article 34\4\

    1. Two or more Contracting States which have the same or closely 
related legal rules on matters governed by this Convention may at any 
time declare that the Convention shall not apply to contracts of 
international sale of goods where the parties have their places of 
business in those States. Such declarations may be made jointly or by 
reciprocal unilateral declarations.

    \4\Text as amended in accordance with article IV of the 1980 
Protocol. Article 34 as originally adopted in the Limitation 
Convention, 1974, prior to its amendment under the 1980 Protocol, 
read as follows:

     4Article 34

     4``Two or more Contracting States may at any time declare that 
contracts of sale between a seller having a place of business in one 
of these States and a buyer having a place of business in another of 
these States shall not be governed by this Convention, because they 
apply to the matters governed by this Convention the same or closely 
related legal rules.''
---------------------------------------------------------------------------

    2. A Contracting State which has the same or closely related legal 
rules on [[Page 3488]] matters governed by this Convention as one or 
more non-Contracting States may at any time declare that the Convention 
shall not apply to contracts of international sale of goods where the 
parties have their places of business in those States.
    3. If a State which is the object of a declaration under paragraph 
(2) of this article subsequently becomes a Contracting State, the 
declaration made shall, as from the date on which this Convention 
enters into force in respect of the new Contracting State, have the 
effect of a declaration made under paragraph (1), provided that the new 
Contracting State joins in such declaration or makes a reciprocal 
unilateral declaration.

Article 35

    A Contracting State may declare, at the time of the deposit of its 
instrument of ratification or accession, that it will not apply the 
provisions of this Convention to actions for annulment of the contract.

Article 36

    Any State may declare, at the time of the deposit of its instrument 
of ratification or accession, that it shall not be compelled to apply 
the provisions of article 24 of this Convention.

Article 36 bis (Article XII of the Protocol)

    Any State may declare at the time of the deposit of its instrument 
of accession or its notification under article 43 bis that it will not 
be bound by the amendments to article 3 made by article I of the 1980 
Protocol.\5\ A declaration made under this article shall be in writing 
and be formally notified to the depositary.

    \5\Such a State will then be bound by article 3 of the unamended 
Convention. For its text, see footnote under article 3.
---------------------------------------------------------------------------

Article 37\6\

    This Convention shall not prevail over any international agreement 
which has already been or may be entered into, and which contains 
provisions concerning the matters governed by this Convention, provided 
that the seller and buyer have their places of business in States 
parties to such agreement.

    \6\Text as amended in accordance with article V of the Protocol. 
Article 37 as originally adopted in the Limitation Convention, 1974, 
prior to its amendment under the 1980 Protocol, read as follows:

    ``Article 37

    This Convention shall not prevail over conventions already 
entered into or which may be entered into, and which contain 
provisions concerning the matters governed by this Convention, 
provided that the seller and buyer have their places of business in 
States parties to such a convention.''
---------------------------------------------------------------------------

Article 38

    1. A Contracting State which is a party to any existing convention 
relating to the international sale of goods may declare, at the time of 
the deposit of its instrument of ratification or accession, that it 
will apply this Convention exclusively to contracts of international 
sale of goods as defined in such existing convention.
    2. Such declaration shall cease to be effective on the first day of 
the month following the expiration of twelve months after a new 
convention on the international sale of goods, concluded under the 
auspices of the United Nations, shall have entered into force.

Article 39

    No reservation other than those made in accordance with articles 
34, 35, 36, 36 bis and 38 shall be permitted.

Article 40

    1. Declarations made under this Convention shall be addressed to 
the Secretary-General of the United Nations and shall take effect 
simultaneously with the entry of this Convention into force in respect 
of the State concerned, except declarations made thereafter. The latter 
declarations shall take effect on the first day of the month following 
the expiration of six months after the date of their receipt by the 
Secretary-General of the United Nations.* Reciprocal unilateral 
declarations under article 34 shall take effect on the first day of the 
month following the expiration of six months after the receipt of the 
latest declaration by the Secretary-General of the United Nations.*\7\

    \7\Last sentence of paragraph 1 of article 40 (between *) added 
in accordance with article VI of the 1980 Protocol.
---------------------------------------------------------------------------

    2. Any State which has made a declaration under this Convention may 
withdraw it at any time by a notification addressed to the Secretary-
General of the United Nations. Such withdrawal shall take effect on the 
first day of the month following the expiration of six months after the 
date of the receipt of the notification by the Secretary-General of the 
United Nations. In the case of a declaration made under article 34 of 
this Convention, such withdrawal shall also render inoperative, as from 
the date on which the withdrawal takes effect, any reciprocal 
declaration made by another State under that article.

Part IV. Final Clauses

Article 41

    This Convention* shall be open until 31 December 1975 for signature 
by all States at the Headquarters of the United Nations.

Article 42

    This Convention* is subject to ratification. The instruments of 
ratification shall be deposited with the Secretary-General of the 
United Nations.

Article 43

    This Convention\8\ shall remain open for accession by any State. 
The instruments of accession shall be deposited with the Secretary-
General of the United Nations.

    \8\Refers to the 1974 Limitation Convention.
---------------------------------------------------------------------------

Article 43 bis (Article X of the Protocol)

    If a State ratifies or accedes to the 1974 Limitation Convention 
after the entry into force of the 1980 Protocol, the ratification or 
accession shall also constitute a ratification or an accession to the 
Convention as amended by the 1980 Protocol if the State notifies the 
depositary accordingly.

Article 43 ter (Article VIII (2) of the Protocol)

    Accession to the 1980 Protocol by any State which is not a 
Contracting Party to the 1974 Limitation Convention shall have the 
effect of accession to that Convention as amended by the Protocol, 
subject to the provisions of article 44 bis.

Article 44

    1. This Convention shall enter into force on the first day of the 
month following the expiration of six months after the date of the 
deposit of the tenth instrument of ratification or accession.
    2. For each State ratifying or acceding to this Convention after 
the deposit of the tenth instrument of ratification or accession, this 
Convention shall enter into force on the first day of the month 
following the expiration of six months after the date of the deposit of 
its instrument of ratification or accession.

Article 44 bis (Article XI of the Protocol)

    Any State which becomes a Contracting Party to the 1974 Limitation 
Convention, as amended by the 1980 Protocol, shall, unless it notifies 
the depositary to the contrary, be considered to be also a Contracting 
Party to the Convention, unamended, in relation to any Contracting 
Party to the Convention not yet a Contracting Party to the 1980 
Protocol. [[Page 3489]] 

Article 45

    1. Any Contracting State may denounce this Convention by notifying 
the Secretary-General of the United Nations to that effect.
    2. The denunciation shall take effect on the first day of the month 
following the expiration of twelve months after receipt of the 
notification by the Secretary-General of the United Nations.

Article 45 bis (Article XIII (3) of the Protocol)

    Any Contracting State in respect of which the 1980 Protocol ceases 
to have effect by the application of paragraphs (1) and (2)\9\ of 
article XIII of 1980 Protocol shall remain a Contracting Party to the 
1974 Limitation Convention, unamended, unless it denounces the 
unamended Convention in accordance with article 45 of that Convention.

    \9\Paragraphs (1) and (2) of article XIII of the Protocol read 
as follows:
    (1) A Contracting State may denounce this Protocol by notifying 
the depositary to that effect.
    (2) The denunciation shall take effect on the first day of the 
month following the expiration of twelve months after receipt of the 
notification by the depositary.
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Article 46

    The original of this Convention, of which the Chinese, English, 
French, Russian and Spanish texts are equally authentic, shall be 
deposited with the Secretary-General of the United Nations.

    ``Editorial Note: Footnote numbers have been added for 
convenience.''

[FR Doc. 95-1034 Filed 1-13-95; 8:45 am]
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