For one to be able to distinguish between Domestic sale of goods and International sale of goods

the Formalities, Essentials, the laws guiding it must be illustrated.

DEFINITION OF SALES OF GOODS
By the provision of S.1(1) of the Sales of Goods Act; a contract of sale is one whereby a seller
transfers or agrees to transfer the property in goods to the buyer for a money consideration
called the price.
According to S.1(3) of SOGA; A contract of sale can be an outright sale or an agreement to sell.
It is an outright sale if by the time the contract is made; the goods are transferred from the seller
to the buyer. It is an agreement to sell if by the time the contract is made, the goods are to be
transferred at a future date or upon the fulfillment of some conditions.
An agreement to sell would become a sale when the time for delivery elapses or the conditions
are fulfilled.
FORMATION OF A CONTRACT OF SALE
By virtue of the provisions of S.3 of the Sales of Goods Act; no formality is required for the
formation of a contract of sale. It could be written or oral or a mixture of both. It could also be
concluded by the conduct of the parties to the contract. It is however provided that this
provision shall not affect the law relating to a corporation. Therefore, although a company has
the powers of a natural person, if its memorandum stipulates that its contracts of sale should be
in a particular format, they must be in that format; S.38 (1) Companies and Allied Matters Act.
ESSENTIALS OF A CONTRACT OF SALE
The following are essential requirements for the formation of contract of sale of goods:
Two Parties
Offer and Acceptance
Consent (Another important ingredient is the consent of the parties).
Contractual Capacity
Price
Time: By the provisions of S.10 SOGA it is stated that time for payment isnt considered
of the essence except it is stipulated by the terms of the contract. In the case of Amadi
Thomas vs Thomas Aplin & Co Ltd (1972) 1 All NLR @409 the goods were to be
delivered at a particular time but the seller didnt comply with the time stipulated. The
court ruled that the time of delivery is of the essence. Thus the failure to stick to the time
provided by the contract was a breach of the contract of sale.
Goods: By the provisions of S.62 (1) of the Sales of Goods Act, goods have been defined
as chattel personal other than money. However it should be noted that land is not included
under the ambit of sales of goods. Under the Act, goods have been broadly classified into:
specific goods, existing goods, future goods, unascertained goods and ascertained goods

INTERNATIONAL SALE OF GOODS

International Sale of Goods is defined as the agreement between a seller and a buyer for the sale
of goods within contracting states of which the contract at minimum should identify the seller
and the buyer, the quantity and type of product, delivery time, price and conditions of payment.
A well-constructed international sale of goods will reference the governing body of law, the
forum where any disputes are to be resolved and the method of dispute resolution identified. For
International sale of goods, the body of law will often be the US convention on contracts for the
International sale of goods known as the VIENNA CONVENTION.
Contract of sale is the backbone of International trade in all countries, irrespective of their legal
tradition or level of economic development. The CISG is therefore considered one of the core
International trade law conventions and is the result of a legislative effort that started at the
beginning of the twentieth century.
The CISG has been entered into by approximately 66 countries, which represent 2/3 of all
International trade. These countries are referred to as contracting states. When parties from
different contracting states enter into a contact, the CISG is the default law applicable unless the
parties expressly agreed that the CISG will not be applied. For example, if ones business is
involved in exporting good to the US, the CISG governs the sale unless he specified in the
contract making it not to apply.
The CISG generally covers all International contracts for the sale of goods. It does not apply to
contracts to provide services if this are the largest part of the sellers obligation. The convention
will usually apply to sale of goods to be manufactured; it doesnt apply to sale of consumer
goods, a sale by auction. The convention deals only with contract formation and the rights and
obligations of the parties as listed under Art.25-88 of the CISG Law.
The purpose of the CISG is to provide a minimum, uniform and fair regime for contracts for the
International sale of goods. Thus, it contributes significantly to introducing certainty in
commercial exchanges and decreasing transactions costs.
RELEVANCE OF CISG- Certain matters relating to the International sale of goods are
relevant, for instance;
The question of validity are governed by the applicable domestic law, for example, while the
CISG will govern whether or not there is a contract, it will not govern issues about the abilities
of the parties to enter into the contract or about the abuse of the contractual process.
The second part of the CISG deals with the formation of the contract which is concluded by the
exchange of offer and acceptance (Art. 14-24 of the CISG law).
The third part is of the CISG deals with the obligations of the parties to the contract, as well as
CISG related documents and transferring of the property in goods.
Finally, while the CISG allows for freedom of form of the contract, states may lodge a
declaration recurring the written form.
It is important to understand the terms of the CISG if one is considering buying or selling goods
internationally and how it might affect his business. There are a number of circumstances in
which the parties may wish to contract out of the CISG. Alternatively, if one w ants to be very
certain that there is no contract between him and the other party until it is reduced to a single
written form, one may want to contract out of the CISG. One may also want to opt out of the
CISG if he is concerned about the conformity of the goods to the description of the goods in the
contract. If one decides that the CISG will not provide him with the most favorable outcome, he
may opt out of it or opt out certain parts of it. It is important, however, when doing so, to ensure
that it is done efficiently and that where the CISG is not to apply, that the contract clearly states
that this is so.

THE DIFFERENCE BETWEEN DOMESTIC SALE OF GOODS AND

INTERNATIONAL SALE OF GOODS.
Trade between companies has existed for a long time, but the laws governing trade have not
always been as harmonies as they are in the present day (although to what extent, there is
harmonization is in itself arguable). Indeed, the very reason why the Convention on the
International Sales of Goods Act, otherwise known as the Vienna Convention came about was
that problems were seen in the fact that trade between different countries meant that different
bodies of law of different states were, applicable. Thus the Convention was concluded as part of
attempts to harmonies international law. The Convention applies to sale contracts for goods
between parties whose place of business are in different states, with the condition that the states
are contracting parties and the usual rules of private international law leads to the sales law of a
particular state being applied. The Vienna Convention has come to have a considerable impact in
international trade law, and indeed forms for the uniform sales law for more than two thirds of
nations involved in trading on a global level.
The essential features of the Sales of Goods Act 1979 are that whichever goods are delivered
must conform to contract and so must be as described, fit for the purpose and of satisfactory
quality. In this instance there can be seen to be great similarities with a similar provision of
conformity to contract provided by the CISG, as will be seen below. Many similarities can also
be seen in the remedies provided if this is not conformed with, that purchases can request their
money back within a reasonable time. However, the Sales of Goods Act provides for further
provisions for damages. The Sales of Goods Act provides that up to six years after purchases,
purchasers can demand damages for defective goods, an extensive period.
A key issue in the Sales of Goods Act is a repudiation of contracts. The British Sales of Goods
Act implies obligations in contracts and creates a distinction between conditions and warranties
so that where there has been a breach of a condition, there is a right to repudiation, whereas a
breach of a warranty might not lead to such a result. Another example can be seen in the
remedies offered by British law including the Sales of Goods Act and the Vienna Convention.
While British law allows for remedies including specific performance and compensation when
there have been breaches of contracts, the usual position is that compensation is a much more
usual remedy than that of specific performance.
In addition to the fact that the Convention can be seen to have certain differences with the Sales
of Goods Act, the Convention also have certain aspects of contract law, which might be seen to
be essential which it does not cover. One example of this might be seen to be quite a fundamental
one in that the Convention does not provide any substantive provisions to determine whether or
not the contract is valid. Furthermore, the Convention fails to deal with the property effects of
the contract. The rules which govern the validity of a contract are therefore, that of the domestic
law, detracting from the idea that the Convention provides a comprehensive set of rules and
providing fewer incentives to sign up to the Convention.

CONCLUSION
In conclusion, it can be seen that there are many differences between the UK legislation
encompassed by the Sales of Good Act and that provided for in the Vienna Convention. Such
differences are often seen to be irreconcilable in many events given that there are different
approaches in the UK towards certain concepts. Certainly, the CISG seems to be much more
geared towards civil law concepts of contract law and its associated provisions than it is towards
the common law and the provisions of the Sales of Goods Act.