ABSTRACT
The Vienna Convention on the Sale of Goods, or the United Nations Treaty on Contracts for the International Sale of Goods1 (“CISG”), is an international convention containing provisions on the sale of movable property. The Convention was adopted by the United Nations in Vienna on 11 April 1980 and entered into force in 1988. Turkey officially became a state party to this agreement on 01.08.2011.
In this study, the seller’s liability for defects in contracts for the sale of goods of an international nature will be examined within the framework of the provisions of the CISG.
In this study, the seller’s liability for defects in contracts for the sale of goods of an international nature will be examined within the framework of the provisions of the CISG.
I. INTRODUCTION
Sales contracts, the most common type of contract in our daily lives, have played an important role in the globalizing world as they directly affect the social and economic interactions of people, businesses and companies with each other. With the advancement of technology accelerating globalization and the interaction of the nations of the world increasing, these contracts are able to be established from long distances. Such developments have led to the need for a uniform system that parties in different legal systems and geographies can comply with. Thus, already in case of violations of contracts that were signed with a belief that it will have consequences in between parties, the existence of a legal system that any party which the violation may harm will be able to protect its own rights would contribute to individuals and companies proceeding more safely in international business. The CISG makes this contribution literally by introducing the legal norms that will be applied to international sales. In accordance with the sale agreement, which is a contract that imposes a debt on both parties, the seller bears the obligation to deliver the conforming goods in accordance with the sale agreement between the parties. In this article, the seller’s liability for defects will be examined within the framework of the CISG.
II. THE CONCEPT OF DEFECTS
A. Generally
Rather than the principle of examining the general provisions of the violation of agreement between parties and the provisions of liability for defects separately, commonly-held in Turkish-Swiss law of obligations and Civil Law, similar to the Anglo-Saxon legal systems, the hypostasis that defective performance is an appearance of a violation of the general contract can be understood from the CISG2.
The conformity of the goods constituting the subject of the contract between the parties to the said contract is given in the 35th article of the CISG. According to aforementioned article;
“(1) The seller must deliver goods which are of the quantity, quality and description required by the contract and which are contained or packaged in the manner required by the contract.
(2) Except where the parties have agreed otherwise, the goods do not conform with the contract unless they:
(a) are fit for the purposes for which goods of the same description would ordinarily be used;
(b) are fit for any particular purpose expressly or impliedly made known to the seller at the time of the conclusion of the contract, except where the circumstances show that the buyer did not rely, or that it was unreasonable for him to rely, on the seller’s skill and judgement;
(c) possess the qualities of goods which the seller has held out to the buyer as a sample or model;
(d) are contained or packaged in the manner usual for such goods or, where there is no such manner, in a manner adequate to preserve and protect the goods.
(3) The seller is not liable under subparagraphs (a) to (d) of the preceding paragraph for any lack of conformity of the goods if at the time of the conclusion of the contract the buyer knew or could not have been unaware of such lack of conformity.”
In the CISG, the concept of defect is divided into subjective defect and objective defect. In more detailed terms, the concept of “subjective defect” is taken into account by binding the quantity, quality and type of goods, packaging and storage of the goods in the CISG article of 35/1 with an agreement between the parties. If there is no such agreement between the parties, the secondary regulation containing the concept of “objective defect” contained in the CISG article of 35/2, which draws a framework on the general qualities that a defective good should contain in terms of its content, finds its application area3.
It is stated that the concept of defect, which is regulated in the CISG Article 35, covers only material defects and not legal defects. According to the provisions contained in articles 41 and 42 of the CISG within the framework of legal defects: “The seller must deliver goods which are free from any right or claim of a third party, unless the buyer agreed to take the goods subject to that right or claim. However, if such right or claim is based on industrial property or other intellectual property, the seller’s obligation is governed by article.”
According to Article 42 in the CISG;
(1) The seller must deliver goods which are free from any right or claim of a third party based on industrial property or other intellectual property, of which at the time of the conclusion of the contract the seller knew or could not have been unaware, provided that the right or claim is based on industrial property or other intellectual property:
(a) under the law of the State where the goods will be resold or otherwise used, if it was contemplated by the parties at the time of the conclusion of the contract that the goods would be resold or otherwise used in that State; or
(b) in any other case, under the law of the State where the buyer has his place of business.
(2) The obligation of the seller under the preceding paragraph does not extend to cases where:
(a) at the time of the conclusion of the contract the buyer knew or could not have been unaware of the right or claim; or
(b) the right or claim results from the seller’s compliance with technical drawings, designs, formulae or other such specifications furnished by the buyer.”
B. The Concept of Subjective Conformity
The essential defect type is regulated as “subjective defect” in the CISG. Subjective defects are expressed as material defects that are not conducive to the findings that the parties of the contract can determine explicitly or implicitly on issues such as quantity, quality, type and packaging of the goods. In addition, goods that do not comply with the qualities previously agreed by the parties in the contract and do not align with the buyer’s purchase intention and purpose are also evaluated within the scope of the concept of subjective defect4. The parties may also make mutual declarations regarding the qualities of the goods that are the subject of the sale by referring to the legal norms or the relevant regulations that are the standards accepted by international authorities. However, in such cases, the expectation of the seller to take into account the relevant regulations that are in force in other geographies is not a fair expectation without being clearly agreed. In the concept of subjective defects, what really comes to the fore is whether the qualities that the parties specify or can specify with their own declarations, rather than objective criteria, are present in the goods subject to the contract.
On the other hand, the lack of clarity of the regulations agreed by the parties in the contract regarding the conformity of the contracted goods with the existing agreement may make it necessary to apply for interpretation in the provisions of the contract. In this case, the application of the provision in the 8th article of the CISG comes to the agenda.
Article 8;
“(1) For the purposes of this Convention statements made by and other conduct of a party are to be interpreted according to his intent where the other party knew or could not have been unaware what that intent was.
(2) If the preceding paragraph is not applicable, statements made by and other conduct of a party are to be interpreted according to the understanding that a reasonable person of the same kind as the other party would have had in the same circumstances.
(3) In determining the intent of a party or the understanding a reasonable person would have had, due consideration is to be given to all relevant circumstances of the case including the negotiations, any practices which the parties have established between themselves, usages and any subsequent conduct of the parties.”
C. The Concept of Objective Conformity
In a contract established by the parties, if there is no decisive agreement between the parties regarding the qualities of the goods, the concept of objective defect comes to the agenda. It should be stated that the concept of objective defect within the framework of the CISG is one of the secondary criteria when determining whether the goods subject to the contract are objectively suitable for the agreement between the parties. In this context, the objective criteria stipulated in the Article 35/2 of the CISG and the objective shame arising from violations related to them cover the buyer’s expectations regarding the goods subject to the contract and the cases of violation of these expectations.
The objective criteria in the Article 35/2 of the CISG will be evaluated below.
1. Usual Purpose of Use:
There should be no space for discussion about the suitability of the goods subject to the contract for the purpose and nature of the usual/ intended use of an ordinary user. The usual purpose of use is an objective criterion that has become concrete and determined according to the practices that continue to exist in the environment of the person who uses the goods5. According to the said criterion, the buyer’s expectations regarding the goods subject to the contract should be an expectation regarding the average quality, and type of the goods. In this sense, the second-hand goods that are the subject of the contract of sale must at least be usable or have not lost their functionality. The existence of various suspicions that a good may be defective, as a rule, does not constitute a direct violation of the contract. But in the event that the use of the goods becomes impossible due to this existing doubt, a violation of the contract comes to the agenda.
In order for the goods to be suitable for regular use, the goods in question must contain an element of strength (durability) and must be of at least average quality. A decision issued by the Dutch Arbitration Institute on October 15, 2002 also included investigations on how the intended use can be determined.
In the said decision, various discussions were allowed on whether the suitability of the goods for intended use should be evaluated within the framework of the criterion of medium quality accepted in the Civil Law legal systems or within the framework of the criterion of conformity with the customs related to trade in Anglo-Saxon legal systems6.
Here, especially in international contracts, the necessity of whether the qualities of the goods are parallel to the current legal regulations in the country where the buyer is located should also be examined separately. According to the prevailing opinion in the doctrine, since these provisions vary in different legal systems, the seller should not be expected to comply with such provisions and be able to predict the unlikely possibilities regarding the nature of the goods before the establishment of the contract, as it is quite difficult for the seller to determine these provisions and try to comply with it. For this reason, if the performance is within the framework of the relevant provisions in the seller’s country, there can be no talk/ mention of a violation of the agreement.
2. Specific Purpose of Use
If the parties to the contract reveal that the goods are for a specific purpose with an explicit or implicit declaration of intention, their words and behaviours contrary to their own declarations of intention are evaluated within the scope of subjective defect7. But what is meant to be stated here is that without any agreement between the parties of the contract, it is necessary that the sellers have a commitment that they know or should know that the goods are intended for a specific purpose of use at the time of the establishment of the contract. Because, in cases where the buyer has notified at the latest during the formation of the contract, the goods must be suitable for this specific purpose of use. Ensuring that the specific purpose of use is known by the other party can be realized with an explicit or implicit declaration of intention. As a matter of fact, this includes cases where an attentive seller would need to know such a specific purpose. It can also be stated that notifying the other party of the place where the goods will be used is a sufficient notification in terms of functionality in the expectation of the goods. For example, products for freezer services that will be used in a geography that is affected by a hot climate are expected to be suitable and stable for high temperatures. However, it is not sufficient to inform only the place where the goods will be used or the area where they will be delivered. Of course, the specific purpose of use should be understandable in the required simplicity and frankness8. However, an objection may be made if the seller does not wish to commit to a specific purpose initially. In addition, in cases where the buyer does not trust or does not have to trust the seller, the seller’s debt of warranty against the defect is not within the framework of Article 35/2 of the CISG. For example, if the buyers have an experienced and expert controller in their field, the seller’s commitment to the fact that the goods serve a specific purpose is no longer taken into account.
From another point of view, in cases where the buyer does not credit the seller’s evaluation/ assessment ability or knowledge partially or without a justified reason, a commitment obligation cannot be mentioned under the Article 35/2 of the CISG9. Cases where it is not justified to credit the seller’s expertise should be qualified as an exception to the regulation in question. Therefore, in cases where there is doubt, it is believed that the buyer does not trust the expertise and experience of the seller. Again, in cases where it is considered that the product is not directly usable by such regulations, or where this situation does not require experience to stand out easily, that is, the seller’s knowledge on the product/ goods is not included in the calculation, there is no commitment obligation according to Article 35/2 of the CISG. In the same way, in cases where both parties to the agreement have the same level of expertise, the same conclusion should be reached. However, the buyer, similarly to the seller, must be in a position to review the suitability of the goods for the purpose of the contract10, because there is no reason to burden the seller with the risk arising from the use of the goods. However, if it is unclear who the expert is in spite of everything, it should be known that the buyer should rely on the expertise expected from the seller. From this point of view, it can be clearly stated that the seller, who knows or has the capacity to know that the goods are not suitable for the specific purpose of use, is obliged to warn them in accordance with the rule of honesty.
3. Sales by Sample:
In the sale by sample, the contracted goods must be of the appropriate quality for the sample. Indeed, in cases where the parties consider a sample in the agreement between them, the binding criterion for the quality of the goods is the characteristics of the sample in question. For this reason, although it is suitable for another sample, different products from the sample that is the baseline evaluation in the agreement between the parties are contrary to the contract. However, if the goods comply with the sample in the agreement, Article 35/2-a of the CISG cannot be applicable in terms of the expected availability of the goods subject to the contract, except for the non-noticeable shortcomings of the sample. However, if the buyer has confidence in the seller’s knowledge and experience in terms of the suitability of the sample, in this case, the buyer has the opportunity to exercise its rights under Article 35/2-b in the CISG. After all, if the sample is contrary to the agreement, the goods are considered defective, even if they correspond to the sample.
4. Packaging of Goods
The seller’s obligation to properly pack the contracted goods is an essential one that causes liability arising from a defect within the framework of the CISG. The goods that are the subject of sale under the contract must be packaged as usual within the relevant business area. If there is no standard packaging as usual in the relevant business area, it is accepted that at least the goods should be packed in such a way that they will not be damaged during transportation11. On the other hand, if there is a debt to be sought and the seller is obliged to allocate the goods exclusively to the buyer, it is again stated that the seller has a packaging obligation. In a decision taken by a higher state court in Germany on this issue, it was characterized as a performance that is noncompliant that the marbles were packed in such a way that they could be damaged by the sudden braking of the vehicle carrying the marbles subject to the contract12.
The packaging obligation also covers packaging expenses. The seller is responsible for the defect that occurs in the goods subject to sale due to a packaging error. This part also includes cases where damage occurs after the transfer of damage to the opposite side.
III. CONDITIONS OF LIABILITY ARISING FROM THE DEFECT
A. The Defect Must Be Present at the Moment When the Damage Passes to the Buyer
Within the framework of Article 36 of the CISG, the time period considered for the basis of compliance with the purpose of the contract is the moment when the damage passes. According to Article 36/1 of the CISG; “The seller is liable in accordance with the contract and this Convention for any lack of conformity which exists at the time when the risk passes to the buyer, even though the lack of conformity becomes apparent only after that time.”
The defect, as a rule, should be found at the moment when the damage has passed on. But the seller, although in a minority, can also be held responsible for generated violations subsequently in the contract. The situation in question may occur in cases where violations of the contract cause the concept of defect to materialize. To give an example, a faulty washing machine user manual is deciphered as such, as it is among the situations that cause a defect to occur. Another exceptional case may be accepted for cases where there is a commitment that the damage to the property subject to the contract will remain in accordance with the purpose reasonably expected or agreed by the parties under the contract from the moment of its transfer to the buyer, or that certain qualities related to the property will continue to exist. Cases where the seller makes a commitment that the product is durable, that it is available for another 2 months after delivery, can be presented as an example of this situation13.
B. The Buyer Is Obliged to Examine or Have the Goods Examined
According to Article 38 of the CISG; “The buyer must examine the goods, or cause them to be examined, within as short a period as is practicable in the circumstances.” Inspection is the process of, “reviewing the transferred and delivered goods or works”, and determining whether there is a material or legal defect at the time of the damage, that is, whether the goods or works are deficient in the qualities previously specified at this time.
In general, the conditions of the current concrete case and the characteristics of the goods sold or the unearthed work are taken into account when drawing the framework of the examination. The buyer or the business owner, on the one hand, has the obligation to conduct the review in such a way that he can get a clear idea of the condition of the goods and the work; while at the same time, to finish the examination process without delay or inappropriate behaviour and approaches14.
The examination period is stipulated in Article 38/1 of the CISG as “examination of the goods, or cause them to be examined, within as short a period as is practicable in the circumstances”. The short period expression mentioned in the said provision is not in the form of conducting the examination in a short period of time, but in a short period of time to the extent permitted by the circumstances of the concrete case. Therefore, the term examination time should be understood as a specific period of time, and not as a specific time when the examination will be performed.
According to Article 38/2 of the CISG; “If the contract involves carriage of the goods, examination may be deferred until after the goods have arrived at their destination.” In Article 38/2, the moment of commencement of the examination period in the sales contracts established by delivery is also stipulated. Because in this provision there are no norms for the time of commencement of the processing of the examination period.
In this provision, it is stated that the inspection may be postponed until the goods sold actually reach the region specified in the contract, provided that the other agreements formed decisively between the parties are reserved. The purpose of this provision is that the rule in the form of examination of the goods at the place and time when they are delivered to the first sender (carrier) under the articles 38/1 and 38/1-c of the CISG should not be expected from the buyer who is not yet a direct possessor of the goods and the carrier who mediates the shipment of the goods in contracts for sale by delivery.
C. The Buyer Is Obliged to Make a Notification of the Defect
If a defect has been detected in the goods subject to the agreement after the examination, it is necessary to notify the seller. This notification is called a defect notification. A notification of a defect is a statement that transmits to the other party the intention that the goods will not be accepted due to a defect detected in the goods subject to the contract and indicates the nature of the violation of the contract in this respect. As a matter of fact, rather than a declaration of intention regarding the legal result in the notification of a defect, it is a message to the seller or contractor that the goods or works are not accepted due to non-compliance with the contract with an explanation of thought. In addition, it is also possible to make an implicit notification of defect, provided that it is understandable in such a way that leaves no room for hesitation in every concrete case.
According to Article 39 of CISG; “(1) The buyer loses the right to rely on a lack of conformity of the goods if he does not give notice to the seller specifying the nature of the lack of conformity within a reasonable time after he has discovered it or ought to have discovered it. (2) In any event, the buyer loses the right to rely on a lack of conformity of the goods if he does not give the seller notice thereof at the latest within a period of two years from the date on which the goods were actually handed over to the buyer, unless this time-limit is inconsistent with a contractual period of guarantee.”
D. The Buyer Should Not Have Accepted the Defective Goods
According to Article 35/3 of the CISG; “The seller is not liable under subparagraphs (a) to (d) of the preceding paragraph for any lack of conformity of the goods if at the time of the conclusion of the contract the buyer knew or could not have been unaware of such lack of conformity”. According to the article in question, if the buyer knows or should know that the goods are defective, the receipt of the goods means that the goods are accepted with the existing defect. Therefore, the buyer’s acceptance of the goods as defective and the delivery of the goods are different from each other. The buyer’s acceptance of the goods comes into question only in cases where he or she has received it despite knowing that the goods are defective15.
IV. OPTIONAL RIGHTS OF THE BUYER IN CASE OF DEFECT
A. In General
If the conditions described above are met, the seller is liable for the defect. The rights of the buyer in this case are regulated in Article 45 of the CISG. If the conditions described above are met, the seller is liable for the defect. In this case, the rights of the buyer are regulated in Article 45 of the CISG as:
“(1) If the seller fails to perform any of his obligations under the contract or this Convention, the buyer may:
(a) exercise the rights provided in articles 46 to 52;
(b) claim damages as provided in articles 74 to 77.
(2) The buyer is not deprived of any right he may have to claim damages by exercising his right to other remedies.
(3) No period of grace may be granted to the seller by a court or arbitral tribunal when the buyer resorts to a remedy for breach of contract.”
B. Optional Rights of the Buyer
According to Article 46/2 CISG, “If the goods do not conform with the contract, the buyer may require delivery of substitute goods only if the lack of conformity constitutes a fundamental breach of contract and a request for substitute goods is made either in conjunction with notice given under article 39 or within a reasonable time thereafter.”
The fundamental violation of the contract is regulated in the 25th article of the CISG. According to that; “A breach of contract committed by one of the parties is fundamental if it results in such detriment to the other party as substantially to deprive them of what they are entitled to expect under the contract, unless the party in breach did not foresee it and a reasonable person of the same kind in the same circumstances would not have foreseen such a result”. For this reason, the buyer may request the delivery of a defect-free similar of the one sold from the seller if the violation of the contract is substantial in the sense of the 25th article.
Secondly, according to Article 46/3 of the CISG; “If the goods do not conform with the contract, the buyer may require the seller to remedy the lack of conformity by repair, unless this is unreasonable having regard to all the circumstances. A request for repair must be made either in conjunction with notice given under article 39 or within a reasonable time thereafter.”
Thirdly, the buyer has the right to withdraw from a contract according to Article 49/1-a. Pursuant to the article; “The buyer may declare the contract avoided: if the failure by the seller to perform any of his obligations under the contract or this Convention amounts to a fundamental breach of contract.”
Finally, in Article 50, the right of reduction from the price is regulated as another optional right. According to this ruling; “If the goods do not conform with the contract and whether or not the price has already been paid, the buyer may reduce the price in the same proportion as the value that the goods actually delivered had at the time of the delivery bears to the value that conforming goods would have had at that time. However, if the seller remedies any failure to perform his obligations in accordance with article 37 or article 48 or if the buyer refuses to accept performance by the seller in accordance with those articles, the buyer may not reduce the price.”
V. CONCLUSION
The CISG entered into force as of August 1, 2011 for Turkey. It is a legal text that combines different legal systems with a consensus with a new understanding within the framework of this agreement, while at the same time breaking all the rules. The seller’s liability for defects within the scope of sales contracts is also one of the areas where the CISG takes its exclusive understanding into account in the clearest way. The CISG evaluates the seller’s liability arising from the defect within the scope of non-compliance with the contract and shapes its statements in this area within this framework.
It is not a fanciful approach to state that with the further application of the CISG in international sales contracts, the likelihood of encountering the concept of non-compliance with the contract will increase. In the evaluations created within the scope of the CISG, the cases in which there is an incomplete performance, when the CISG tries to express it with its own unique expression, will be seen as a performance which is in breach of the contract, and the sanctions to be applied to the seller will be evaluated within this framework. Again, the treaty includes new criteria such as ‘usual purpose of use’ and ‘specific purpose of use’ in our legal life, including foreign court decisions, and gives us the key to the comparative legal world to these events. Even with regard to the seller’s responsibility for the defect, it is possible to feel that CISG practices will add efficiency to the legal world and improve our perspectives, as much as there may be difficult aspects for lawyers to face.
BIBLIOGRAPHY
ADAM TOLLEY, Delivery, Acceptance and Payment, in: Sale of Goods, 1st Edition, Informa Law from Routledge, 2000.
BARIŞ DEMİRSATAN, Satıcının Zapttan Sorumluluğunun Maddi Koşulları, Dokuz Eylül Üniversitesi Hukuk Fakültesi Dergisi, V. 22, Iss. 1, 2020.
EYAL ZAMIR, Toward a General Concept of Conformity in the Performance of Contracts, 52 Louisiana Law Review, 1991.
HAYRUNNİSA ÖZDEMİR, Türk Borçlar Kanunu’na ve Viyana Satım Sözleşmesine (CISG) Göre Ayıptan Doğan Sorumluluğun Şartları, Yetkin Yayınları, Ankara 2013. http://www.cisg.law.pace.edu (Accessed Date 28.05.2022). https://cisg-online.org/ (Accessed Date 23.05.2022). https://www.resmigazete.gov.tr/eskiler/2010/04/20100407-1.htm (Accessed Date: 20.05.2022).
J.C.T. CHUAH, Law of International Trade: Cross-Border Commercial Transactions (5th edition, Sweet&Maxwell, 2013) 2-025.
P. S. ATIYAH/ J. N. ADAMS/ HECTOR L. MACQUENN, The Sale of Goods, 12th Edition, 2005.
PELİN BAYSAL , “Milletlerarası Mal Satımına İlişkin Sözleşmeler Hakkında Birleşmiş Milletler Antlaşması (CISG) Çerçevesinde Satıcının Ayıptan Sorumluluğu”, Yeni Türk Borçlar Kanunu ve Milletlerarası Mal Satımına İlişkin Sözleşmeler Hakkında Birleşmiş Milletler Antlaşmasına (CISG) göre Satış Sözleşmeleri, İstanbul, 12 Levha Yayınları, 2012.
YAVUZ DAYIOĞLU, CISG Uygulamasında Sözleşmenin İhlali Halinde Alıcının Hakları ve Özellikle Alıcının Tazminat Talep Etme Hakkı, XII Levha, İstanbul 2011.
YEŞİM ATAMER, Uluslararası Satım Sözleşmelerine İlişkin Birleşmiş Milletler Antlaşması (CISG) uyarınca Satıcının Yükümlülükleri ve Sözleşmeye Aykırılığın Sonuçları, Beta, İstanbul 2005.
ZAFER ZEYTİN, Milletlerarası Mal satım Sözleşmeleri (CİSG) Hukuku, 2. Edition, Ankara 2015.
ZAFER ZEYTİN , Milletlerarası Mal Satım Sözleşmeleri Hukuku, Seçkin, Ankara 2011.
FOOTNOTE
1 United Nations Treaty on Contracts for the International Sale of Goods, Official Gazette (OG) Dated 07.04.2010 & Numbered 27545
2 Yeşim Atamer, Uluslararası Satım Sözleşmelerine İlişkin Birleşmiş Milletler Antlaşması (CISG) Uyarınca Satıcının Yükümlülükleri ve Sözleşmeye Aykırılığın Sonuçları, Beta, İstanbul 2005, p. 181, 182; Yavuz Dayıoğlu, CISG Uygulamasında Sözleşmenin İhlali Halinde Alıcının Hakları ve Özellikle Alıcının Tazminat Talep Etme Hakkı, XII Levha, İstanbul 2011, p. 35.
3 Claire Huguenin, Obligationenrecht Besonderer Teil, 3. überarbeitete Auflage, Zürich 2008, p. 29 via Barış Demirsatan, Satıcının Zapttan Sorumluluğunun Maddi Koşulları, Dokuz Eylül Üniversitesi Hukuk Fakültesi Dergisi, V. 22, Iss. 1, 2020, p. 219-253.
4 Zafer Zeytin, Milletlerarası Mal satım Sözleşmeleri (CİSG) Hukuku, 2. Edition, Ankara 2015, p. 26.
5 Atamer, p. 199; Zafer Zeytin, Milletlerarası Mal Satım Sözleşmeleri Hukuku, Seçkin, Ankara 2011, p. 128.
6 Atamer, p. 200
7 Pelin Baysal, Milletlerarası Mal Satımına İlişkin Sözleşmeler Hakkında Birleşmiş Milletler Antlaşması (CISG) Çerçevesinde Satıcının Ayıptan Sorumluluğu, Yeni Türk Borçlar Kanunu ve Milletlerarası Mal Satımına İlişkin Sözleşmeler Hakkında Birleşmiş Milletler Antlaşmasına (CISG) göre Satış Sözleşmeleri, 12 Levha Yayınları, İstanbul 2012, p. 237.
8 Adam Tolley, Delivery, Acceptance and Payment, in: Sale of Goods, 2000, p. 300.
9 Dayıoğlu, p. 35.
10 Eyal Zamir, Toward a General Concept of Conformity in the Performance of Contracts, 52 Louisiana Law Review, 1991, p. 68.
11 México 29.04.1996, CISG online, Issue 350
12 OLG Saarbrücken, 17.01.2007, CISG online, Issue 1642.
13 J.C.T. Chuah, Law of International Trade: Cross-Border Commercial Transactions, 5. Edition, Sweet&Maxwell, 2013, 2-025, p. 107.
14 P. S. Atiyah/ J. N. Adams/ Hector L. Macqueen, The Sale of Goods, 12. Edition, 2005, p. 157.
15 Hayrunnisa Özdemir, Türk Borçlar Kanunu’na ve Viyana Satım Sözleşmesi’ne (CISG) Göre Ayıptan Doğan Sorumluluğun Şartları, Yetkin Yayınları, Ankara 2013, p. 191.
