Following suggestions from traders, this circular will address certain questions relating to withdrawal from contract by a purchaser in cases of defective goods. Specifically, the issue of whether, in the event that a purchaser withdraws from a purchase contract due to defects in goods, the seller has an obligation to return to the purchaser not only the purchase price of the goods itself, but also other payments made by the purchaser relating to the delivery of the goods (transport, packaging) or not. This situation must therefore be distinguished from cases where a consumer withdraws from a purchase contract without stating reasons within the fourteen-day period pursuant to the provision of Section 1829 of the Civil Code (Act No. 89/2012 Coll.). This legal circular also does not address in detail the issue of what prerequisites must be met for a purchaser to be able to withdraw from a purchase contract on grounds of defects in goods.

From a legal standpoint, it may sometimes be contentious in practice whether, for example, arrangements for transport of goods to the purchaser form part of the purchase contract or whether they constitute a separate contractual arrangement (even though the transport is factually provided by a third party - a forwarding agent). However, for our purposes, this question should not play a significant role.

Since even if arrangements for transport of goods to the purchaser were assessed as a separate contract, the provision of Section 1727 of the Civil Code shall apply. This provides that “each of several contracts concluded in the same negotiation or included in the same instrument shall be assessed separately. Where it follows from the nature of several contracts or from their purpose known to the parties at the conclusion of the contract that they are interdependent, the formation of each of them is a condition for the formation of the other contracts. The termination of an obligation under one of them without satisfaction of the creditor cancels the other dependent contracts, with analogous legal effects.” From the last sentence of this provision, it thus appears that even if the contract regarding transport of goods were a separate contract, it will automatically terminate by law as a consequence of the termination of the purchase contract (which terminated as a result of withdrawal by the purchaser).

By withdrawal from the purchase contract, the related contractual relationships between the parties are thus cancelled and the contracting parties should mutually return performance under the terminated contract (or under the terminated contracts). For these reasons, we are therefore of the opinion that the seller should return all amounts paid by the purchaser relating to the cancelled transaction, including the return of costs for transport of goods to the purchaser. This view is also supported by the fact that the seller has an identical obligation (to return paid transport costs) even in the case of withdrawal from a purchase contract by a consumer without stating reasons pursuant to the provision of Section 1829 of the Civil Code, i.e. in a case where the seller has not committed any unlawful conduct. However, in the case of withdrawal from a purchase contract by a purchaser as a result of defects in goods, the termination of the purchase contract occurs precisely as a consequence of a breach of legal obligation by the seller.

Josef Aujezdský Law Firm Mašek, Kočí, Aujezdský www.e-Advokacie.cz – on-line legal advisory service

This text was originally prepared by the law firm Mašek, Kočí, Aujezdský in cooperation with the Association for Electronic Commerce (APEK) as legal circular No. 11/2014 intended for members of this association.

This text was translated from Czech to English using an AI translator.