UNCITRAL Digest of Article 60 case law

DIGEST OF ARTICLE 60 CASE LAW

Introduction

1. This provision defines the buyer's obligation to take delivery of the goods, one of the two basic obligations of the buyer set forth in article 53. The obligation to take delivery involves the two elements described in the provision.

Duty to cooperate

2. Article 60(a) imposes upon the buyer a duty to cooperate. The buyer must "do all the acts which could reasonably be expected of him in order to enable the seller to make delivery."[1] The specific content of this duty to cooperate will vary with the variation of the contractual terms. By way of illustration of article 60(a), it may be noted that if the place of delivery is the place of business of the buyer, he must ensure that the seller has access to those premises and, in the event that the seller is called upon to install equipment, the site must be appropriately prepared for that purpose.

Buyer's duty to take over the goods

3. Article 60(b) sets out the second element of the buyer's obligation to take delivery, namely the buyer's duty to take over the goods at the place where the seller is to deliver them.[2] The arrangements for taking over the goods depend on the form of delivery agreed upon by the parties. For example, when the obligation to deliver consists in putting the goods at the disposal of the buyer in the seller's place of business (art. 31(c)), the buyer must either remove the goods or have them removed by a third party of its own choice.

Right to reject the goods

4. Article 60 says nothing about cases in which the buyer is entitled to reject the goods. The Convention foresees two specific cases, that of delivery before the date fixed (art. 52(1)) and that of delivery of a quantity of goods greater than that provided for in the contract (art. 52(2)). It must also be noted that the buyer has the right to reject the goods if a breach of contract committed by the seller is fundamental (art. 25), which gives the buyer the right to declare the contract avoided (art. 49(1)(a)) or to demand delivery of substitute goods (art. 46(2)). As was found in one court decision, the buyer is required to take delivery of the goods when a fault in conformity does not constitute a fundamental breach.[3] When the buyer is entitled to reject the goods, he may nevertheless be required to take possession of them with a view to preserving them (art. 86).

FOOTNOTES

* The present text was prepared using the full text of the decisions cited in the Case Law on UNCITRAL Texts (CLOUT) abstracts and other citations listed in the footnotes. The abstracts are intended to serve only as summaries of the underlying decisions and may not reflect all the points made in the digest. Readers are advised to consult the full texts of the listed court and arbitral decisions rather than relying solely on the CLOUT abstracts.

[Citations to cisgw3 case presentations have been substituted [in brackets] for the case citations provided in the UNCITRAL Digest. This substitution has been made to facilitate online access to CLOUT abstracts, original texts of court and arbitral decisions, and full text English translations of these texts (available in most but not all cases). For citations UNCITRAL had used, go to <http://www.uncitral.org/english/clout/digest_cisg_e.htm>.]

1. [UNITED STATES Geneva Pharmaceuticals Tech. Corp. v. Barr Labs. Inc. Federal District Court [New York] 10 May 2002 available online at <http://cisgw3.law.pace.edu/cases/020510u1.html>].

2. CLOUT case No. 47 [GERMANY Landgericht [District Court] Aachen 14 May 1993, available online at <http://cisgw3.law.pace.edu/cases/930514g1.html>] (see full text of the decision).

3. CLOUT case No. 79 [GERMANY Oberlandesgericht [Appellate Court] Frankfurt 18 January 1994, available online at <http://cisgw3.law.pace.edu/cases/940118g1.html>] (see full text of the decision).