Disputes over improper delivery obligations of types and origins

In disputes over contracts for sale and purchase of goods, violations of contracts for sale and purchase of goods are manifested by improper performance or performance of obligations in contracts such as sellers not delivering goods, delayed delivery, improper quality as required,...

Disputes over improper delivery obligations of types and origins

1. Contents of the case that DFC lawyers have consulted to settle

In 2017, the seller of Equipment Import Export Co., Ltd. in Hoang Mai District, Hanoi, signed a contract to supply 04 systems of equipment and machinery in the cement production line for Cement Production Joint Stock Company in Quang Ninh. Accordingly, all this equipment is imported equipment, 100% new and made in France.

Performing the a above-said contract, the seller has fully delivered the goods, ensured the quantity and quality and was confirmed by the buyer to put into use. Regarding the buyer's obligations, the purchase buyer has paid 80% of the contract value, the remaining 20% of the value is confirmed by the two parties but does not make payment. The reason the buyer does not make payment is because, the buyer detects in the above 04 imported devices, there is 01 device that does not have to be made from France. The device is the same brand, the same manufacturer as the French firm but made in China. Therefore, the buyer does not agree to pay, request the seller to take measures to handle the settlement, otherwise it will sue the seller for deliberately violating the delivery of goods improperly, forging documents of origin of goods.

After much time of negotiation, offer many different solutions but the buyer disagrees to work and refuses to make payment. Import-Export Equipment Company has reached out to DFC Lawyers for Help.

2. Consulting on dispute resolution for enterprises of DFC lawyers

Based on the case file, based on the information provided by the customer; DFC lawyers have grasped the nature of the incident and offered the following advice to clients:

About the seller's fault

The Seller has violated the contract agreement with the buyer on the supply of goods not in accordance with the requirements, wrong origin to the buyer. The seller must negotiate with the buyer to find a solution to overcome the consequences, settle in the spirit of goodwill and demand to limit the ermable damages.

According to the information provided by the seller, the time of ordering the French factory no longer produces this code, the seller has called to inform the buyer's technique; the buyer agrees to use the replacement product made in China (because at that time if there is no replacement equipment, the factory must stop operating, causing great losses and damages) so agree to let the seller import Chinese goods. However, all notices, those calls are currently unfounded, legal basis. Although the goods are manufactured from China but still the same factory system of the manufacturer, the specifications and quality are still ensured exactly as the goods imported from the French side. Equipment that has been installed and used for nearly a year still ensures quality, stability, no damage, incidents.

About the buyer's fault

The buyer has not strictly managed the process of buying, selling and installing equipment; trust and entrust the professional department. There is no mechanism for monitoring and cross-checking between specialized departments to prevent detection of incidents caused by deliberate errors of specialized departments. Therefore, the buyer must also take responsibility for the purchase and sale of goods of the wrong origin.

In case the seller proves that the competent person or the leader of the buyer has known the incident without any move, continues to install and use, the seller will reduce almost immunity from liability in this case.

Based on the errors, the serious extent of the violations committed by the two parties; compare with the obligation to perform under the contract, the new buyer makes payment of 70% of the value, the remaining 30% of the value of the contract has not yet been paid. DFC lawyers we offer solutions to clients are: need to reduce value (30-50%) the above replacement supplies for the buyer to agree to pay the rest to the seller. Our lawyers agree to appear, join clients in negotiations, negotiate error analysis, legal consequences, worst-case scenarios if the parties cannot reach a con mediation agreement.

After receiving advice from DFC lawyers, Equipment Import and Export Co., Ltd. negotiated and offered a plan to reduce the value, commitment and guarantee of quality of replacement products; Cement Manufacturing Joint Stock Company has accepted to revise the contract, sign additional documents, edit records to match the actual goods. The seller of the purchaseees settles and pays the remaining value of the signed contract.

3. DFC's advice to Equipment Import And Export Co., Ltd.

The parties need to comply with the prescribed contracts, ensuring the correct type and quality of delivery agreed by the two parties. In case of any incident, in order to ensure the urgentness of the case, the parties may use the exchange by email or message to be kept as evidence. It is then necessary to agree and make a document to ensure legal validity in case a dispute occurs.

When a dispute occurs, although the error comes from both parties, but due to being occupied by the partner, the goods have not been paid off. Therefore, we need a soft solution, more flexibility to accept losses, to quickly close legal documents, recover goods. If waiting for the Court or law enforcement to judge who is right and who is wrong; it takes a lot of time, costly but not necessarily economically effective.

Above is the case counseling section that DFC Lawyers have resolved for you to refer to. For advice and settlement of disputes related to sales contracts, please contact DFC Lawyers for advice. For inquiries, please call the Legal Advice Center 19006512. Thank you!

Ls. Le Minh Cong