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 56 of the 1978 Draft is quoted below with the article references contained in this commentary conformed to the numerical sequence of the Official Text, e.g., article 56 [draft counterpart of CISG article 60].
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 validation of citations to this
Secretariat Commentary. This match-up indicates that article 56 of the 1978 Draft
and CISG article 60 are identical.
Text of Secretariat Commentary on article 56 of the 1978 Draft
[draft counterpart of CISG article 60] [Obligation to take delivery]
PRIOR UNIFORM LAW
ULIS, article 65.
1. Article 56 [draft counterpart of CISG article 60] describes the second obligation of the buyer set out in article 49 [draft counterpart of CISG article 53], i.e., to take delivery of the goods.
2. The buyer's obligation to take delivery consists of two elements. The first element is that he must do "all the acts which could reasonably be expected of him in order to enable the seller to make delivery". For example, if under the contract of sale the buyer is to arrange for the carriage of the goods, he must make the necessary contracts of carriage so as to permit the seller to "[hand] the goods over to the first carrier for transmission to the buyer" [see footnote1].
3. The buyer's obligation is limited to doing those "acts which could reasonably be expected of him". He is not obliged to do "all such acts as are necessary in order to enable the seller to hand over the goods", as was the case under ULIS [see footnote 2].
4. The second element of the buyer's obligation to
take delivery consists of his "taking over the goods".
This aspect of the obligation to take delivery is of
importance where the contract calls for the seller
to make delivery by placing the goods at the buyer's
disposal at a particular place or at the seller's
place of business [see footnote 3]. In such case
the buyer must physically remove the goods from that
place in order to fulfill his obligation to take
delivery [see footnote 4]. (OFFICIAL RECORDS,
1. Article 29(a) [draft counterpart of CISG article 31(a)]. Cf. article 30(2) [draft counterpart of CISG article 32(2)].
2. ULIS, Article 65.
3. Article 29(b) and (c) [draft counterpart of CISG article 31(b) and (c)].
4. Cf. the buyer's obligation under article 75(2) [draft counterpart of CISG article 86(2)] to take possession on behalf of the seller of goods which have been dispatched to and have been put at the disposal of the buyer at the place of destination and in respect of which the buyer has exercised his right to reject.