| | Dedication | iii |
| | Preface to Ninth Edition | v |
| | Outline | ix |
| | Table of Cases | xv |
| | Introduction | 1 |
| | From Brockton and Burbank to Bangkok and Beijing | 1 |
| ch. 1 | Negotiating International Business Transactions | 21 |
| | Negotiating by Contest | 21 |
| | Building a Rolling Consensus Toward Agreement | 23 |
| | Negotiating Teams | 25 |
| | Role Playing | 27 |
| | Timing | 28 |
| | Importance of Procedure | 29 |
| | Importance of Culture | 31 |
| | The Language of Negotiations | 33 |
| | Language in the Agreement | 36 |
| | Planning for Renegotiation | 38 |
| ch. 2 | International Sales of Goods | 41 |
| | The U.N. Sales Convention (CISG) and Other Efforts to Unify International Commercial Law | 42 |
| | The CISG's Structure and Sphere of Application | 47 |
| | Party Automomy and Choice of Law Clauses | 52 |
| | Other Scope Issues | 55 |
| | The General Provisions of the CISG | 58 |
| | Contract Formation | 64 |
| | Seller's Performance Obligations | 75 |
| | Buyer's Remedies Upon Seller's Breach | 88 |
| | Buyer's Performance Obligations | 99 |
| | Seller's Remedies Upon Buyer's Breach | 101 |
| | Risk of Loss | 105 |
| | Excuse for Non-Performance | 108 |
| | The Limitations Convention | 109 |
| | The UNIDROIT Principles of International Commercial Contracts | 112 |
| | Commercial Terms and Their Role in International Sales Transactions | 119 |
| | The "Payment Against Documents" Transaction | 137 |
| | The Role of Bills of Lading in International Sales Transactions | 147 |
| | Electronic Bills of Lading | 163 |
| | International Electronic Commerce | 169 |
| ch. 3 | Financing the International Sale of Goods | 178 |
| | The International Documentary Sale and Documentary Letter of Credit | 178 |
| | The Problem | 178 |
| | The Documentary Sale Transaction with a Confirmed Letter of Credit | 179 |
| | The Governing Legal Rules | 192 |
| | Electronic Letters of Credit | 203 |
| | Standby Letters of Credit | 211 |
| | New International Rules for Standby Letters of Credit | 216 |
| | The Fraud Defense | 219 |
| | Other Letter of Credit Terms; Back to Back and Revolving Credits | 229 |
| ch. 4 | Technology Transfers | 234 |
| | The TRIPS Agreement | 236 |
| | Patent Protection | 239 |
| | International Recognition of Patents | 243 |
| | Knowhow | 246 |
| | Trademark Protection | 248 |
| | International Recognition of Trademarks | 251 |
| | Copyright Protection | 253 |
| | International Recognition of Copyrights | 256 |
| | Franchising in the United States | 258 |
| | International Franchising | 259 |
| | International Patent and Knowhow Licensing | 263 |
| | Protection From Piracy | 266 |
| | Gray Market Goods | 272 |
| | Transborder Data Flows | 276 |
| | Special 301 Procedures | 277 |
| ch. 5 | Foreign Investment Transactions | 280 |
| | Beyond Ownership and Control | 281 |
| | Reasons for Establishing a Foreign Investment | 282 |
| | Where to Establish the Foreign Investment | 284 |
| | Who Governs Foreign Investment? | 285 |
| | Restrictions on Foreign Investment at Various Stages | 286 |
| | Restriction on Foreign Investment---Developing Nations | 286 |
| | Restrictions on Foreigh Investment---Nonmarket and Transition Economy Nations | 293 |
| | Privatization: The Focus of the 1990s | 298 |
| | Policy Versus Law: Dealing with the Operational Code of the Way Things Work | 302 |
| | Restrictions on Foreign Investment in Developed, Market Economy Nations | 302 |
| | Financing the Foreign Investment | 309 |
| | The Effect of a Different Currency on the Foreign Investment | 310 |
| | Transfer Pricing | 311 |
| | The Role of Bilateral Investment Treaties | 312 |
| | Foreign Investment Under the North American Free Trade Agreement | 316 |
| | Foreign Investment Under the GATT/World Trade Organization | 318 |
| | The OECD and the Multilateral Agreement on Investment | 320 |
| | Project Financing | 320 |
| | The Settlement of Investment Disputes: General | 332 |
| | The Settlement of Investment Disputes: NAFTA | 333 |
| | The Settlement of Investment Disputes: ICSID | 334 |
| | Conclusion | 335 |
| ch. 6 | Property Takings and Remedies | 338 |
| | Defining the Taking | 338 |
| | The "Izations" of the Past Century | 340 |
| | International Law | 343 |
| | United States Laws Affecting the Nationalization Process | 350 |
| | Insuring Against the Risks of Foreign Investment Losses | 354 |
| | Insurance for Foreign Investors---OPIC | 355 |
| | Insurance for Foreign Investors---MIGA | 358 |
| ch. 7 | EU Business Competition Rules---Extraterritorial Antitrust Laws | 361 |
| | Enforcement | 362 |
| | Article 101---Exemptions | 366 |
| | Commission Regulation of Mergers | 368 |
| | The Extraterritorial Reach of Articles 101 and 102 | 372 |
| | The Effects Test in United States and European Law | 374 |
| | Extraterritorial Antitrust Laws, Blocking Statutes and International Solutions | 376 |
| ch. 8 | Resolution of International Disputes: Litigation and Arbitration | 383 |
| | The Process of International Business Litigation | 387 |
| | The Choice of Forum | 389 |
| | Jurisdiction | 395 |
| | Service of Process | 397 |
| | Forum Non Conveniens | 400 |
| | Discovery | 404 |
| | Choice of Law | 406 |
| | Recognition and Enforcement of Foreign Judgments | 409 |
| | Alternatives to Litigation | 414 |
| | International commercial arbitration | 416 |
| | Why arbitrate? | 419 |
| | Types of international commercial arbitrations | 421 |
| | International arbitral rules: UNCITRAL and ICSID | 422 |
| | Enforcement of arbitral awards: The New York Convention | 427 |
| | Mandatory rules and law | 429 |
| | Arbitration agreements, arbitrators and awards under U.S. law | 432 |
