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CISG number

Art. 54

317. The text of article 35 as adopted by the Working Group on the International Sale of Goods is as follows:

Deletion of article 35

318. The Committee considered a proposal to delete article 35. In support of this proposal it was stated that the obligation to pay the price is already stated in article 34. Included in that obligation is the obligation to take all necessary steps to enable the price to be paid. It was noted that there was no parallel provision in the Convention that the seller must take the necessary steps to enable the goods to be delivered. The view was also expressed that the provision raises questions as to which documents were envisaged.

319. In opposition to the proposal to delete article 35, it was stated that the provision served a useful purpose in indicating that the buyer's obligation to pay may encompass several steps prior to the date of payment. It also gave an indication of the form in which the obligation to pay the price or to assure its payment may be required to be performed.

320. The Committee, after deliberation, decided not to retain this proposal.

Redrafting article 35

321. The Committee concluded that the discussion in respect of the proposal to delete article 35 had demonstrated that it should not be drafted in such a manner as to appear to apply to the steps necessary for the buyer to cause his bank to pay the price but only to the steps necessary to assure that the price can be paid, such as the obligation of applying for permission to remit foreign exchange.

Decision

322. The Committee, after deliberation, recommends that the Commission should adopt the following text, now renumbered as article 36:

"Article 36

"The buyer's obligation to pay the price includes taking such steps and complying with such formalities as may be required under the contract or any relevant laws and regulations to enable payment to be made." [page 48]

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