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Article 57

(1) If the buyer is not bound to pay the price at any other particular place, he must pay it to the seller:

(a) at the seller's place of business; or

(b) if the payment is to be made against the handing over of the goods or of documents, at the place where the handing over takes place.

(2) The seller must bear any increase in the expenses incidental to payment which is caused by a change in his place of business subsequent to the conclusion of the contract.

COMMENT

1. Art. 57 is concerned with the place where the buyer must pay the price -- a question of considerable importance in international trade because of the widespread existence of exchange controls and other restrictions on the transfer of funds. The rules adopted in art. 57(1) are only presumptive and are subject of course to the parties' express agreement. The provincial Acts contain no provisions on the place of payment, but the view has been expressed that in commercial transactions "the general rule would seem to be that payment is to be made at the place where the creditor resided or carried on business at the time of the contract." Benjamin, op cit., para. 705. Benjamin further says it depends on all the surrounding circumstances whether or not the place of payment changes with a change in the seller's place of business or residence. The presumptive rule under art. 57(1) is that it does. The paucity of litigation suggests that this is more of a theoretical than a practical question.

2. If one accepts the soundness of the proposition that the buyer must "follow" the seller's place of business, then it seems reasonable to allow the buyer to claim reimbursement for any additional expenses incurred by him because of a change in the seller's place of business.

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