Meaning
Legal standards for international sales contracts define the quality, quantity and packaging requirements that a seller must satisfy during delivery. Under this framework, cisg article 35 establishes the default rules for assessing the conformity of the supplied goods in the absence of explicit contractual terms. The provision covers physical attributes, fitness for ordinary and particular purposes, and the adequacy of the packaging materials.
Conformity Benchmark
Goods must be fit for the purposes for which goods of the same description would ordinarily be used. When a buyer relies on the seller’s skill and judgment to select components for a connected product, cisg article 35 requires the goods to be fit for that specific application. This requirement is particularly critical when sourcing wireless modules that must operate within specific thermal bounds or power limitations.
Contractual Specification
Express terms in the purchase agreement override the default statutory expectations. If the parties agree on a detailed data sheet for a microprocessor, the conformity under cisg article 35 is measured directly against those technical parameters. The seller is exempt from liability for any non-conformity if the buyer knew or could not have been unaware of the deficit at the time of the contract conclusion.
This exemption prevents buyers from accepting sub-standard goods and later claiming damages for known deficiencies.
Liability Limitation
Risk allocation remains with the seller until the moment when risk passes to the buyer. Any defect that exists at this juncture triggers the non-conformity provisions of cisg article 35 even if the damage only becomes apparent later.
