Buyer Legal Responsibilities

In the event of discovery of a defect, the Buyer is also obliged to inform the Seller within a reasonable time in order to give it the opportunity to examine the defect and try to remedy it. The most comprehensive set of sales laws, the Uniform Commercial Code (CDU), is a set of model laws on a number of business activities. The UCC itself has no legal effect; It was written by lawyers, judges and professors from the American Law Institute (ALI) and the National Conference of Commissioners on Uniform State Laws (NCCUSL). All States have adopted the UCC in whole or in part by enacting the model laws contained in its 11 articles. A seller has the right to repair the goods in breach of contract if it informs the buyer and if the goods in accordance with the contract can be delivered before the last date of delivery under the purchase contract. In any case, a buyer may agree to extend the delivery time of the compliant goods. In some cases, a buyer may have no choice. In accordance with Article 2-508(2) of the UCC, if seller sends non-conforming goods that it has reasonably believed acceptable, seller will have more time to deliver the Conforming Goods if it notifies Buyer of this intention. Therefore, a hidden defect can be considered obvious if a careful and prudent buyer could have discovered the defect through a thorough visual inspection of the property.

[2] Sometimes it may appear to one party that the other party will not be able to meet the scheduled date. Suppose a party agrees to sell goods on credit. If the buyer becomes financially insolvent before delivery of the goods, the seller may require payments before delivery of the goods. If the goods are in transit, the seller may request the carrier to suspend delivery of the goods. A party is considered insolvent if it is unable to pay its debts when due, if it has stopped paying its debts or if its liabilities exceed the assets. If a seller offers non-conforming goods or goods that do not meet the specifications of the purchase contract, the offer constitutes a breach of contract. In such a situation, the buyer may accept or reject the goods. Any claim by the buyer depends on whether the buyer accepts or rejects the goods. If the goods are in the possession of a third party or guarantor at the time of sale, the seller must settle the matter with the guarantor so that the buyer can take possession of them. If the goods need to be transported, there are two ways to handle the delivery.

The buyer and seller can agree on a shipping contract, in which case the seller must take care of the transport. In the case of a shipping contract, the seller`s delivery obligations are fulfilled as soon as the goods are delivered to the freight forwarder. In the case of a destination contract, the seller`s delivery obligation ends only when the goods are delivered to the buyer or to a selected location. The main obligations of the buyer are to accept the goods and pay the sale price. If the goods do not conform, the buyer may reject them. If the goods meet the specifications of the purchase contract and the buyer wrongly rejects them, the seller may choose one of the four options or a mixture of two or more options. The buyer may be entitled to withdraw from the contract or demand a price reduction if he successfully invokes the legal guarantees against the seller. If the buyer does not make the necessary arrangements for the acceptance of the delivery, the seller must nevertheless store the goods, although he is no longer fully responsible for their fate. In many countries, the seller can drop off the goods; in others, he has the right to resell or the choice between the two.

The proceeds of the resale take the place of the goods and must therefore be paid to the buyer. The seller may claim damages for the buyer`s breach of its obligations. The resale of unfairly rejected goods raises particular problems. According to Articles 2 to 706 of the UCC, the sale may be public or private. A private sale is carried out by the seller personally, while a public sale is conducted with a public announcement and conducted by a sheriff or at a public auction. In both cases, the sale must be commercially reasonable in terms of method, manner, time, place and conditions. In addition, the seller must inform new buyers that the goods will be resold under a broken contract in order to disclose the potential for legal conflicts. In many other countries, although not obligated, the seller has at least the right to resell the goods. The proceeds of the resale reduce the seller`s loss; However, the original buyer remains responsible for the difference. The seller may also claim this difference as damages without actual resale of the goods. If the buyer is only in default of payment, the seller can usually claim compensation for the resulting damage.

It is not uncommon for this loss to be calculated as a lump sum and take the form of interest on the unpaid purchase price, the rate of which is provided for by law in many countries. Additional compensation for other damages can usually be claimed. The buyer is generally exempt from the payment of interest as well as additional damages if the late payment is due to unforeseeable and unavoidable obstacles. It is important for a buyer to conduct a thorough inspection of the property before buying and investigate the obvious signs of potential defects. When discovering signs of potential defects, a buyer often needs to hire the services of a specialized expert to investigate potential defects and determine if the property has hidden defects. Failure to investigate obvious signs of potential defects limits the buyer`s remedy when attempting to enforce legal warranties of quality and ownership. [1] In the case of sales where the buyer makes a deposit and then wrongly rejects the goods, the seller may withhold the goods and the deposit. However, a seller is not entitled to a deposit that far exceeds their actual or anticipated damages.

In accordance with ยงยง 2 to 718 UCC, a buyer is entitled to reimbursement of an amount whose sum of payments already made exceeds either (1) the amount of a reasonable lump sum indemnification clause or (2) 20% of the value of the total service to which the buyer is bound under the contract, i.e. $500, whichever is less. The main obligations of the buyer are simple: payment of the purchase price and acceptance of the delivery. Today`s legal systems are no longer about imposing a fair price. Only a few European countries (including Italy and France) still have rules for exorbitant prices and only in certain special areas. The buyer is strictly responsible for the payment of the agreed price and cannot apologize by invoking his financial difficulties. Only war, revolution, exchange restrictions and other unforeseeable and inevitable obstacles to performance can release the buyer from his obligation to pay. The prudent and diligent buyer is an objective standard that does not require that the services of an expert be used to complete the inspection before the purchase. However, it is highly recommended to delegate the task to an expert with experience in the field.

It should be noted that the required inspection is visual and does not require special analysis. The obligations of the seller and the buyer do not exist separately and independently of each other, but are mutual and competitive. Both parties assume obligations in anticipation of the performance promised by the other party. It is an essential consequence of the principle of reciprocity of obligations that the obligations of the seller and the buyer must generally be fulfilled at the same time, unless the parties agree otherwise. In the case of international sales transactions, it is often agreed that the seller must send the goods to the buyer, so the buyer only has to pay when he has received the goods and has therefore been able to verify them. Sellers can restore the simultaneous weight by requiring a “payment against documents”, i.e. a payment when the buyer receives the ownership documents, although the goods themselves may still be at the seller`s premises or in transit. The law protects the temporal sequence agreed by the parties everywhere by allowing one party to refuse its own performance until the agreed advance payment has been provided by the other party. The technical and legal means used to achieve this result vary considerably. In exceptional circumstances, the party who is required to provide first may refuse to do so.

This may be justified if the financial situation of the other party has deteriorated to such an extent after the conclusion of the contract that the payment is doubtful. Another implied warranty accepted by the courts is the warranty of fitness for a particular purpose. This warranty presupposes that the goods are suitable for a single and identifiable use. It is only effective if the Seller has reasons to know a specific use for which the Goods are necessary and also knows that the Buyer relies on the Seller`s expertise in the selection of the appropriate goods. Third, a buyer can force the seller to enforce by suing the seller and receiving a specific enforcement order or maintaining a lawsuit for Repivin. An action for certain performance may be ordered if the goods are unique and in other appropriate circumstances.