Chapter Nine: Sales Contracts
Article 130 Definition of Sales Contract
A sales contract is a contract whereby the seller transfers title to the subject matter to the buyer, who pays the price.
Article 131 Additional Terms
In addition to the terms set forth in Article 12 hereof, a sales contract may include terms such as packing method, inspection standard and inspection method, method of settlement of account, and the language versions of the contract and the authenticity thereof, etc.
Article 132 Title or Disposal Power; Prohibition of or Restriction on Transfer
The seller shall have title to, or the power to dispose of, the subject matter for sale.
Where a law or administrative regulation prohibits or restricts the transfer of the subject matter, such provision applies.
Article 133 Passing of Title
Title to the subject matter passes at the time of its delivery, except otherwise provided by law or agreed by the parties.
Article 134 Conditional Sale
The parties may prescribe in the sales contract that title to the subject matter remain in the seller until the buyer has paid the price or has performed other obligations.
Article 135 Seller’s Obligations with Respect to Title Transfer
The seller shall perform the obligations of delivering to the buyer the subject matter or the document for taking delivery thereof, as well as transferring title to the subject matter.
Article 136 Delivery of Related Materials by Seller
In addition to the document for taking delivery, the seller shall deliver to the buyer documents and materials related to the subject matter in accordance with the contract or in accordance with the relevant usage.
Article 137 Sales Involving Intellectual Property
In a sale of any subject matter which contains intellectual property such as computer software, etc., the intellectual property in the subject matter does not vest in the buyer, except otherwise provided by law or agreed by the parties.
Article 138 Time of Delivery
The seller shall deliver the subject matter at the prescribed time. Where the contract prescribes a period during which delivery is to take place, the seller may deliver at any time during the delivery period.
Article 139 Absence of Provision for Time of Delivery
Where the time for delivery of the subject matter was not prescribed or clearly prescribed, Article 61 and Item 4 of Article 62 apply.
Article 140 Time of Delivery of Subject Matter Already in Buyer’s Possession
Where the subject matter was in buyer’s possession prior to conclusion of the contract, the time when the contract becomes effective is the time of delivery.