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Sale Contract. Seller's
obligation. Buyer's obligation.
Sale Contract. Seller's
obligation. Buyer's obligation.
This article outlines the
sale contract between seller and buyer. Generally speaking, the seller's
obligation to deliver confirming goods, and the buyer's obligation to
accept the goods and pay for them.
It is very important to understand and remember, that obligations of
seller and buyer are controlled by the agreement between parties
themselves. The UCC role is to help interpreter the agreement and to
establish rules on matters not covered by the agreement.
SELLER'S OBLIGATIONS
Delivery: seller must deliver confirming goods to buyer. Usually the
seller and buyer agree on the place of delivery. 1. The buyer agrees to
pick up the goods at particular place. In this case the seller does not
have responsibility to move them. 2. Or the seller takes responsibility
for transporting goods to the buyer.
The second category of agreement, in which the seller ships the goods,
is further divided into Shipment Contract and Destination
Contract. The seller must choose the carrier (shipping company,
tracking company). The seller will have contract with the carrier. The
seller must prepare proper and necessary documents for the buyer to take
possession of the goods. Seller must promptly notify the buyer of
shipment.
BUYER'S OBLIGATIONS
Buyer must provide suited facility to receive the goods. The buyer
has the rights to inspect goods upon arrival regardless the agreement
between the parties. If the buyer made payment before goods arrived, it
DOES NOT CONSTITUTE FINAL ACCEPTANCE.
Hen confirming goods have been delivered to the buyer, the buyer's basic
duty is to accept them. The buyer can verbally notify the seller of the
acceptance of the goods. The goods are automatically accepted, if
the buyer has failed to inspect and reject goods in reasonable time. The
buyer accept the goods by starting using the goods, consuming the goods,
re-selling the goods. Using the goods for testing is not an acceptance.
Unless other arrangements between the seller and the buyer are made, the
buyer must pay for the goods upon arrival. If the buyer accept the goods
and does not pay for them, the seller can recover the purchase price
plus incidental damages resulting from the breach.
If seller fails to deliver the goods, the buyer can cancel the contract
and can recover any pre-payments made to the seller.
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