【正文】 ods, such as stocks, electricity, ships, hovercraft, and aircraft. ? Third, the CISG excludes sales of goods where the buyer supplies a “substantial part” of the “materials” necessary for production. ? 買方 供應生產所需的大部分重要材料 的合同 ? Fourth, sales of manufactured goods are excluded where the “preponderant part” of the obligations of the supplier are in the form of labor or other services. ? 供應貨物一方的絕大部分義務在于供應勞力或其它服務的合同 ? (2) Sales ? The CISG applies to all contracts for the sales of goods except for: ? 1)Goods bought for personal, family or household use, unless the seller was unaware of that fact。 ? 2) Sales by auction（拍賣） 。 ? 3) On execution or otherwise by authority of law( 根據法律執(zhí)行令狀或其他領狀的銷售 ) 。 ? 4) Sales of stocks, shares investment securities， Negotiable instruments（可流通票據） or money。 ? 5) Ships, vessels, hovercraft or aircraft, however it has not been interpreted to mean that it does not apply to such goods ponents(零件 )。 ? 6) Sale of electricity. Example: consumer goods ? Facts: seller – television retailer in France。 buyer, a resident of China. In the contract it states: the television is for family use. When there is dispute, ? Issue: is CISG applicable? ? Decision: No. the French Law on Protecting Consumer’ s Rights and Interests is applicable Example: consumer goods ? Facts: Seller – a puter retailer in France, receives an order for a puter from buyer, a resident of China. The order is for a powerful, expensive puter of the sort monly bought for use in business firms. When a dispute arises, ? Issue: is covered by CISG or law on protecting consumer? ? Decision: CISG ? Article 2 This Convention does not apply to sales: (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. 第二條 本公約不適用于以下的銷售： (a) 購供私人、家人或家庭使用的貨物的銷售，除非賣方在訂立合同前任何時候或訂立合同時不知道而且沒有理由知道這些貨物是購供任何這種使用； (b) 經由拍賣的銷售； (c) 根據法律執(zhí)行令狀或其它令狀的銷售； (d) 公債、股票、投資證券、流通票據或貨幣的銷售； (e) 船舶、船只、氣墊船或飛機的銷售； (f) 電力的銷售。 ? Article 3 ? (1) Contracts for the supply of goods to be manufactured or produced are to be considered sales unless the party who orders the goods undertakes to supply a substantial part of the materials necessary for such manufacture or production. ? 供應尚待制造或生產的貨物的合同應視為銷售合同 , 除非訂購貨物的當事人保證供應這種制造或生產所需的大部分重要材料 . ? (2) This Convention does not apply to contracts in which the preponderant( 優(yōu)勢的 ) part of the obligations of the party （當事人） who furnishes the goods consists in the supply of labour or other services. ? 本公約不適用于供應貨物一方的絕大部分義務在于供應勞力或其它服務的合同 II. Formation of Contract for International Sale of Goods ? 1. What is the requirement of the form of a contract for international sale of goods in CISG? ? is an offer?What are the requirements of it? And when does it bee effective? ? is an acceptance? What are the requirements of it? And when does it bee effective? ? 1. Formality of Contract ? 2. Offer ? (1) Definiteness ? Under Article 14 (1) of CISG, “ (a) proposal for concluding a contract addressed to one or more specific persons constitutes an offer if it is sufficiently definite and indicates the intention of the offeror to be bound in case of acceptance. A proposal is sufficiently definite if it indicates the goods and expressly or implicitly fixes or makes provision for determining the quantity and the price” . ? (2) Requirements of Offer ? 1) the description of the goods。 ? 2) their quantity or determinable quantity。 and ? 3) their price and determinable price. ? (3) Effectiveness of an Offer ? The time that an offer bees effective is the time when the offer reaches the offeree. ? (4) Withdrawal and Revocation of an Offer ? The CISG allows the offeror to withdraw any offer, including offers that promise that they are irrevocable, as long as the withdrawal reaches the offeree before or at the same time as the offer. ? The CISG allows a party to revoke his offer before it has been accepted. Exceptions are that offers which indicate that they are irrevocable, and offers which state a fixed time for their acceptance will create an expectation in the offeree that they will not be revoked. ? Article 16 ? (1) Until a contract is concluded an offer may be revoked （無效） if the revocation （撤 銷 ） reaches the offeree before he has dispatched （發(fā)出） an acceptance. （在未訂立合同之前，發(fā)價得予撤銷，如果撤銷通知于被發(fā)價人發(fā)出接受通知之前送達被發(fā)價人。） ? (2) However, an offer cannot be revoked: （但在下列情況下，發(fā)價不得撤銷：） ? (a) if it indicates, whether by stating a fixed time for acceptance or otherwise, that it is irrevocable。 or （發(fā)價寫明接受發(fā)價的期限或以其它方式表示發(fā)價是不可撤銷的；或） ? (b) if it was reasonable for the offeree to rely on the offer as being irrevocable and the offeree has acted in reliance （相信） on the offer. （被發(fā)價人有理由信賴該項發(fā)價是不可撤銷的，而且被發(fā)價人已本著對該項發(fā)價的信賴行事。） Case Study ? A Chinese pany X sent an offer to an American pany Y on the morning of May 17, with the provision of irrevocable, and provided that only the acceptance made before May 25 was effective. Company X sent the withdrawal of the offer on the afternoon of May 17. The withdrawal reached pany Y on May 18. pany Y received X’ s offer on May 19, and made the acceptance with telegraph. Later the two parties argued whether the contract was formed. ? Question: Was pany X’ s offer successfully withdrawn? ? Yes. The time the withdrawal of offer should reac