2008 UNCITRAL Digest of case law on the United Nations Convention on the International Sale of Goods
Digest of Article 65 case law [reproduced with permission of UNCITRAL]
(1) If under the contract the buyer is to specify the form, measurement or other
features of the goods and he fails to make such specification either on the date
agreed upon or within a reasonable time after receipt of a request from the seller, the
seller may, without prejudice to any other rights he may have, make the specification
himself in accordance with the requirements of the buyer that may be known to him.
(2) If the seller makes the specification himself, he must inform the buyer of the details thereof and must fix a reasonable time within which the buyer may make a different specification. If, after receipt of such a communication, the buyer fails to do so within the time so fixed, the specification made by the seller is binding.
1. Article 65 applies in cases where the contract leaves it to the buyer to specify features of the goods sold, such as dimensions, colour or shape. The provision addresses the problems that arise if the buyer fails to provide promised specifications by the date agreed upon or within a reasonable period of time after receipt of a request by the seller for the information.
Seller's right to make specifications
2. Where the buyer fails to timely provide the required information concerning the form, measurement or features of the goods, article 65(1) gives the seller the right to decide upon the missing specifications "in accordance with the requirements of the buyer that may be known to him." The seller, however, is not obliged to make the specification.
Implementation of the right to make specifications
3. Article 65(2) regulates the seller's exercise of his right to make specification on behalf of the buyer under article 65(1). It requires the seller to inform the buyer of the details of the seller's specification, and to allow the buyer a reasonable period of time to make a different specification. If the buyer fails to take advantage of the right to provide a different specification within a reasonable time after receiving the seller's notice, the seller's specification is binding. It has been decided that, if a seller makes a specification without fulfilling the requirements of the first part of article 65(2), the buyer retains the right to make its own specification.
1. [GERMANY Landgericht Aachen 19 April 1996 (Tannery machines case)].