联合国国际货物销售合同公约(二)
来源:优易学  2010-1-14 12:16:34   【优易学:中国教育考试门户网】   资料下载   外语书店

 

 Article 46

  (1) The buyer may require performance by the seller of his obligationsunless the buyer has resorted to a remedy which is inconsistent with thisrequirement.

  (2) If the goods do not conform with the contract, the buyer mayrequire delivery of substitute goods only if the lack of conformityconstitutes a fundamental breach of contract and a request for substitutegoods is made either in conjunction with notice given under article 39 orwithin a reasonable time thereafter.

  (3) If the goods do not conform with the contract, the buyer mayrequire the seller to remedy the lack of conformity by repair, unless thisis unreasonable having regard to all the circumstances. A request forrepair must be made either in conjunction with notice given under article39 or within a reasonable time thereafter.

  Article 47

  (1) The buyer may fix an additional period of time of reasonablelength for performance by the seller of his obligations.

  (2) Unless the buyer has received notice from the seller that he willnot perform within the period so fixed, the buyer may not, during thatperiod, resort to any remedy for breach of contract. However, the buyer isnot deprived thereby of any right he may have to claim damages for delayin performance.

  Article 48

  (1) Subject to article 49, the seller may, even after the date fordelivery, remedy at his own expense any failure to perform hisobligations, if he can do so without unreasonable delay and withoutcausing the buyer unreasonable inconvenience or uncertainty ofreimbursement by the seller of expenses advanced by the buyer. However,the buyer retains any right to claim damages as provided for in thisConvention.

  (2) If the seller requests the buyer to make known whether he willaccept performance and the buyer does not comply with the request within areasonable time, the seller may perform within the time indicated in hisrequest. The buyer may not, during that period of time, resort to anyremedy which is inconsistent with performance by the seller.

  (3) A notice by the seller that he will perform within a specifiedperiod of time is assumed to include a request, under the precedingparagraph, that the buyer make known his decision.

  (4) A request or notice by the seller under paragraph (2) or (3) ofthis article is not effective unless received by the buyer.

  Article 49

  (1) The buyer may declare the contract avoided:

  (a) if the failure by the seller to perform any of his obligationsunder the contract or this Convention amounts to a fundamental breach ofcontract; or

  (b) in case of non-delivery, if the seller does not deliver the goodswithin the additional period of time fixed by the buyer in accordance withparagraph (1) of article 47 or declares that he will not deliver withinthe period so fixed.

  (2) However, in cases where the seller has delivered the goods, thebuyer loses the right to declare the contract avoided unless he does so:

  (a) in respect of late delivery, within a reasonable time after he hasbecome aware that delivery has been made;

  (b) in respect of any breach other than late delivery, within areasonable time:

  (i) after he knew or ought to have known of the breach;

  (ii) after the expiration of any additional period of time fixed bythe buyer in accordance with paragraph (1) of article 47, or after theseller has declared that he will not perform his obligations within suchan additional period; or

  (iii) after the expiration of any additional period of time indicatedby the seller in accordance with paragraph (2) of article 48, or after thebuyer has declared that he will not accept performance.

  Article 50

  If the goods do not conform with the contract and whether or not theprice has already been paid, the buyer may reduce the price in the sameproportion as the value that the goods actually delivered had at the timeof the delivery bears to the value that conforming goods would have had atthat time. However, if the seller remedies any failure to perform hisobligations in accordance with article 37 or article 48 or if the buyerrefuses to accept performance by the seller in accordance with thosearticles, the buyer may not reduce the price.

  Article 51

  (1) If the seller delivers only a part of the goods or if only a partof the goods delivered is in conformity with the contract, articles 46 to50 apply in respect of the part which is missing or which does notconform.

  (2) The buyer may declare the contract avoided in its entirety only ifthe failure to make delivery completely or in conformity with the contractamounts to a fundamental breach of the contract.

  Article 52

  (1) If the seller delivers the goods before the date fixed, the buyermay take delivery or refuse to take delivery.

  (2) If the seller delivers a quantity of goods greater than thatprovided for in the contract, the buyer may take delivery or refuse totake delivery of the excess quantity. If the buyer takes delivery of allor part of the excess quantity, he must pay for it at the contract rate.

  Chapter III Obligations of the Buyer

  Article 53

  The buyer must pay the price for the goods and take delivery of themas required by the contract and this Convention.

  Section I Payment of the price

  Article 54

  The buyer's obligation to pay the price includes taking such steps andcomplying with such formalities as may be required under the contract orany laws and regulations to enable payment to be made.

  Article 55

  Where a contract has been validly concluded but does not expressly orimplicitly fix or make provision for determining the price, the partiesare considered, in the absence of any indication to the contrary, to haveimpliedly made reference to the price generally charged at the time of theconclusion of the contract for such goods sold under comparablecircumstances in the trade concerned.

  Article 56

  If the price is fixed according to the weight of the goods, in case ofdoubt it is to be determined by the net weight

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