Special Purchase agreements (II)

contrato de compraventa especial

The Special sales contracts pacts can be attached to lead as exclusive pact o el retention of title agreement.

Purchase agreements with exclusive pact

The exclusive pact as defined by the Supreme Court "is the covenant under which the obligation is contracted, right not to receive a particular benefit third, well not to be performed on behalf of others ". From this definition, distinguish two types of exclusive agreements:

  • Exclusive to the purchaser: The seller agrees not to sell the product to any customer unless the buyer who holds the exclusive. The seller can only be distributed through the exclusive buyer.
  • Exclusive favor del seller: The buyer can only buy that product with the exclusive seller.

If in addition to the exclusive, is asumiesen other obligations against the seller as selling other goods, invest a sum in advertising, present the products as directed by the seller, or commit to buy goods with a certain temporal planning, the relationship becomes a Commercial concession contract.

Purchase with retention of title agreement

Before the insolvency risk Buyer, when payment is deferred, the solution is the contract of sale with retention of title agreement: Is a condition precedent: Failure to meet the payment obligation, can terminate the agreement under Article 1.124 the C.C. and exercise real action for repossession.

The problem is that having possession buyer, can sell the thing to a third party. The solution lies in pact to state the reservation of title in a record.

The contract of sale with retention of title agreement, presents some difficulties: What happens to the amounts already paid when the seller gets the good? It is common because they are lost contract the same.

On the other hand there are problems of transfer of risk: In the commercial area the risk is transferred to the provision, and passes to the buyer. The seller's interest that the thing be retained. Insurance are often set, beneficiary of which the seller.

In conclusion, can "dress" your contract of sale with a series of agreements that support their interests, but must consider legal regulation exists to not cause undesirable.

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