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GUIDE TO CISG ARTICLE 34

Secretariat Commentary (closest counterpart to an Official Commentary)


Guide to the use of this commentary

The Secretariat Commentary is on the 1978 Draft of the CISG, not the Official Text, which re-numbered most of the articles of the 1978 Draft. The Secretariat Commentary on article 32 of the 1978 Draft is quoted below with the article references contained in this commentary conformed to the numerical sequences of the Official Text, e.g., article 32 [draft counterpart of CISG article 34].

To the extent it is relevant to the Official Text, the Secretariat Commentary on the 1978 Draft is perhaps the most authoritative source one can cite. It is the closest counterpart to an Official Commentary on the CISG. A match-up of this article of the 1978 Draft with the version adopted for the Official Text is necessary to document the relevancy of the Secretariat Commentary on this article. See the match-up for this article for a partial validation of citations to this Secretariat Commentary. This match-up indicates that article 32 of the 1978 Draft is identical to the first sentence of CISG article 34. The second and third sentences of CISG article 34 were added at the 1980 Vienna Diplomatic Conference. The Secretariat Commentary that is quoted below is not relevant to these sentences.


Secretariat Commentary on article 32 of the 1978 Draft
[draft counterpart of first sentence of CISG article 34]   [Handing over of documents]

PRIOR UNIFORM LAW

ULIS, article 50.

COMMENTARY

1. Article 32 [draft counterpart of CISG article 34] deals with the second obligation of the seller described in article 28 [draft counterpart of CISG article 30], i.e., to hand over to the buyer any documents relating to the goods. The location of this article with the articles dealing with the delivery of the goods emphasizes the close relationship between the handing over of documents and the delivery of the goods.

2. The article does not itself list which documents the seller must hand over to the buyer. In addition to documents of title, such as bills of lading, dock receipts and warehouse receipts, the seller may be required by the contract to hand over certificates of insurance, commercial or consular invoices, certificates of origin, weight or quality and the like.

3. The documents must be handed over at the time and place and in the form required by the contract. Normally, this will require the seller to hand over the documents in such time and in such form as will allow the buyer to take possession of the goods from the carrier when the goods arrive at their destination, bring them through customs into the country of destination and exercise claims against the carrier or insurance company.

4. Article 32 [draft counterpart of CISG article 34] does not limit the right of the seller to withhold the documents until paid by the buyer when the contract calls for payment against documents [see footnote 1] [Footnote 1 refers to Article 54 [draft counterpart of CISG article 58].] (OFFICIAL RECORDS, p. 31).

Secretariat Commentary: [Second and third sentences of CISG article 34]

[Substitute "documents" for "goods" and article 37 of the 1978 Draft is virtually identical to the second and third sentences of article 34 of the Official Text. The Secretariat Commentary on article 35 of the 1978 Draft [draft counterpart of CISG article 37], which is quoted with the analysis of CISG article 37, is an aid to the interpretation of the second and third sentences of CISG article 34.]


Pace Law School Institute of International Commercial Law - Last updated August 29, 2006
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