Damages for loss of goodwill and reputation by reason of breach of contract under the United Nations Convention on Contracts for the International Sale of Goods (CISG)

Abstract

This dissertation discusses the recovery of damages for loss of goodwill and reputation under the United Nations Convention on Contracts for the International Sale of Goods (CISG) by undertaking a comparative analysis. The approach under the CISG is contrasted with the approach in the United Kingdom, New Zealand and the United States of America. It is argued that pecuniary loss flowing from injury to reputation is compensable damage within the ambit of the CISG and should be awarded subject to the ordinary methods of limiting damages. In addition, it is submitted that loss of reputation per se, that is, non-financial damage to reputation, is a separate head of damage under particular contractual circumstances. Furthermore, this paper finds that an excessively strict standard of proof is misplaced in relation to loss of goodwill and reputation. Finally, a one-sided interpretation of the foreseeability rule in favour of the seller is rejected because it clashes with the principle of full compensation under the CISG. Some alternative approaches under the CISG are suggested.