Inclusion of Ts&Cs
Croatian law requires that Ts&Cs need to be agreed between the parties in order for them to be considered as a part of the specific contract.
A reference to specific Ts&Cs in offer or order documents is generally sufficient (provided that such offer or order documents fulfills other conditions necessary in order to consider that the contract has been entered into).
It is unclear whether a mere reference to Ts&Cs in a confirmation document is sufficient for the Ts&Cs to be considered as a part of the specific contract.
In most cases, a reference to Ts&Cs in shipment documents and invoices did suffice for a valid inclusion of Ts&Cs (i.e. valid inclusion shall be evaluated and decided upon in each individual case).
TS&Cs need to be published in an appropriate way (i.e. it is not enough to state that Ts&Cs will be sent upon request) and incorporated in the contract itself or referred to; the person who was presented with an offer needs to be familiar (or should have been familiar) with the TS&Cs in order for them to be considered as a part of the contract.
There is not enough pub-lished court practice of Croatian courts with regard to applicability of Ts&Cs under CISG, in order to identify any discrepancies between national law and CISG.
Battle of Forms
In principle, under Croatian law, the Last-Shot Rule should apply. However, only a few court decisions have been rendered which might have certain connections with the Battle of Forms and date back to the 1990s.
No case law to be found in this respect. Legal commentators do not have a common approach to this problem either. Some legal commentators believe that if the contract has been fulfilled the application of the Knock-Out Rule would be more appropriate.