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(1). United Nations Convention On Contracts For The International Sale Of Goods

《联合国国际货物销售合同公约》

(2). Bearing in mind the broad objectives in the resolutions adopted by the sixth special session of the General Assembly of the United Nations on the establishment of a New International Economic Order.

铭记联合国大会第六届特别会议通过的关于建立新的国际经济秩序的各项决议的广泛目标。

(3). Considering that the development of international trade on the basis of equality and mutual benefit is an important element in promoting friendly relations among States.

考虑到在平等互利基础上发展国际贸易是促进各国间友好关系的一个重要因素

(4). Being of the opinion that the adoption of uniform rules which govern contracts for the international sale of goods and take into account the different social, economic and legal systems would contribute to the removal of legal barriers in international trade and promote the development of international trade.

认为采用照顾到不同的社会、经济和法律制度的国际货物销售合同统一规则，将有助于减少国际贸易的法律障碍，促进国际贸易的发展.

(5). This Convention applies to contracts of sale of goods between parties whose places of business are in different States.

本公约适用于营业地在不同国家的当事人之间所订立的货物销售合同.

(6). When the States are Contracting States; or when the rules of private international law lead to the application of the law of a Contracting State.

如果这些国家是缔约国,或如果国际私法规则导致适用某一缔约国的法律。

(7). The fact that the parties have their places of business in different States is to be disregarded whenever this fact does not appear either from the contract or from any dealings between, or from information disclosed by, the parties at any time before or at the conclusion of the contract.

当事人营业地在不同国家的事实，如果从合同或从订立合同前任何时候或订立合同时，当事人之间的任何交易或当事人透露的情报均看不出，应不予考虑。

(8). Neither the nationality of the parties nor the civil or commercial character of the parties or of the contract is to be taken into consideration in determining the application of this Convention.

在确定本公约的适用时，当事人的国籍和当事人或合同的民事或商业性质，应不予考虑。

(9). This Convention does not apply to sales of goods bought for personal, family or household use, unless the seller, at any time before or at the conclusion of the contract, neither knew nor ought to have known that the goods were bought for any such use.

本公约不适用于以下的销售，即购供私人、家人或家庭使用的货物的销售，除非卖方在订立合同前任何时候或订立合同时不知道而且没有理由知道这些货物是购供任何这种使用。

(10). This Convention does not apply to sales by auction, sales on execution or otherwise by authority of law, sales of stocks, shares, investment securities, negotiable instruments or money; sales of ships, vessels, hovercraft or aircraft and electricity.

本公约不适用于经由拍卖的销售;根据法律执行令状或其它令状的销售;公债、股票、投资证券、流通票据或货币的销售;船舶、船只、气垫船或飞机的销售;电力的销售。

(11). This Convention does not apply to contracts in which the preponderant part of the obligations of the party who furnishes the goods consists in the supply of labour or other services.

本公约不适用于供应货物一方的绝大部分义务在于供应劳力或其它服务的合同。

(12). This Convention governs only the formation of the contract of sale and the rights and obligations of the seller and the buyer arising from such a contract.

本公约只适用于销售合同的订立和卖方和买方因此种合同而产生的权利和义务。

(13). This Convention does not apply to the liability of the seller for death or personal injury caused by the goods to any person.

本公约不适用于卖方对于货物对任何人所造成的死亡或伤害的责任。

(14). The parties may exclude the application of this Convention or, subject to article 12, derogate from or vary the effect of any of its provisions.

双方当事人可以不适用本公约，或在第十二条的条件下，减损本公约的任何规定或改变其效力。

(15). Contracts for the supply of goods to be manufactured or produced are to be considered sales unless the party who orders the goods undertakes to supply a substantial part of the materials necessary for such manufacture or production.

供应尚待制造或生产的货物的合同应视为销售合同，除非订购货物的当事人保证供应这种制造或生产所需的大部分重要材料。

(16). In particular, except as otherwise expressly provided in this Convention, it is not concerned with the validity of the contract or of any of its provisions or of any usage; the effect which the contract may have on the property in the goods sold.

特别是，本公约除非另有明文规定，与以下事项无关:合同的效力，或其任何条款的效力，或任何惯例的效力或合同对所售货物所有权可能产生的影响。

(17). In the interpretation of this Convention, regard is to be had to its international character and to the need to promote uniformity in its application and the observance of good faith in international trade.

在解释本公约时，应考虑到本公约的国际性质和促进其适用的统一以及在国际贸易上遵守诚信的需要。

(18). Questions concerning matters governed by this Convention which are not expressly settled in it are to be settled in conformity with the general principles on which it is based or, in the absence of such principles, in conformity with the law applicable by virtue of the rules of private international law.

凡本公约未明确解决的属于本公约范围的问题，应按照本公约所依据的一般原则来解决，在没有一般原则的情况下，则应按照国际私法规定适用的法律来解决。

(19). 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.

为本公约的目的，一方当事人所作的声明和其它行为，应依照他的意旨解释，如果另一方当事人已知道或者不可能不知道此一意旨。

(20). 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.

如果上一款的规定不适用，当事人所作的声明和其它行为，应按照一个与另一方当事人同等资格、通情达理的人处于相同情况中，应有的理解来解释。

(21). 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.

在确定一方当事人的意旨或一个通情达理的人应有的理解时，应适当地考虑到与事实有关的一切情况，包括谈判情形、当事人之间确立的任何习惯做法、惯例和当事人其后的任何行为。

(22). The parties are bound by any usage to which they have agreed and by any practices which they have established between themselves.

双方当事人业已同意的任何惯例和他们之间确立的任何习惯做法，对双方当事人均有约束力。

(23). The parties are considered, unless otherwise agreed, to have impliedly made applicable to their contract or its formation a usage of which the parties knew or ought to have known and which in international trade is widely known to, and regularly observed by, parties to contracts of the type involved in the particular trade concerned.

除非另有协议，双方当事人应视为已默示地同意对他们的合同或合同的订立适用双方当事人已知道或理应知道的惯例，而这种惯例，在国际贸易上，已为有关特定贸易所涉同类合同的当事人所广泛知道并为他们所经常遵守。

(24). If a party has more than one place of business, the place of business is that which has the closest relationship to the contract and its performance, having regard to the circumstances known to or contemplated by the parties at any time before or at the conclusion of the contract.

如果当事人有一个以上的营业地，则以与合同及合同的履行关系最密切的营业地为其营业地，但要考虑到双方当事人在订立合同前任何时候或订立合同时所知道或所设想的情况.

(25). If a party does not have a place of business, reference is to be made to his habitual residence.

如果当事人没有营业地，则以其惯常居住地为准。

(26). A contract of sale need not be concluded in or evidenced by writing and is not subject to any other requirement as to form.

销售合同无须以书面订立或书面证明，在形式方面也不受任何其它条件的限制。

(27). It may be proved by any means, including witnesses.

销售合同可以用包括人证在内的任何方法证明。

(28). The parties may not derogate from or vary the effect of this article.

各当事人不得减损本条或改变其效力。

(29). "For the purposes of this Convention ""writing"" includes telegram and telex."

为本公约的目的，"书面"包括电报和电传。

(30). A proposal for concluding a contract addressed to one or more specific persons constitutes an offer if it is sufficiently definite and indicates the intention of the offeror to be bound in case of acceptance.

向一个或一个以上特定的人提出的订立合同的建议，如果十分确定并且表明发盘人在得到接受时承受约束的意旨，即构成发盘。

(31). A proposal is sufficiently definite if it indicates the goods and expressly or implicitly fixes or makes provision for determining the quantity and the price.

一个建议如果写明货物并且明示或暗示地规定数量和价格或规定如何确定数量和价格，即为十分确定。

(32). A proposal other than one addressed to one or more specific persons is to be considered merely as an invitation to make offers, unless the contrary is clearly indicated by the person making the proposal.

非向一个或一个以上特定的人提出的建议，仅应视为邀请做出发盘，除非提出建议的人明确地表示相反的意向。....(please sign in for more)

(33). An offer becomes effective when it reaches the offeree.

发盘于送达受盘人时生效。....(please sign in for more)

(34). An offer, even if it is irrevocable, may be withdrawn if the withdrawal reaches the offeree before or at the same time as the offer.

一项发盘，即使是不可撤销的，得予撤回，如果撤回通知于发盘送达受盘人之前或同时，送达受盘人。....(please sign in for more)

(35). Until a contract is concluded an offer may be revoked if the revocation reaches the offeree before he has dispatched an acceptance.

在未订立合同之前，发盘得予撤销，如果撤销通知于受盘人发出接受通知之前送达受盘人。....(please sign in for more)

(36). If it indicates, whether by stating a fixed time for acceptance or otherwise, that it is irrevocable

发盘写明接受发盘的期限或以其它方式表示发盘是不可撤销的....(please sign in for more)

(37). It was reasonable for the offeree to rely on the offer as being irrevocable and the offeree has acted in reliance on the offer.

受盘人有理由信赖该项发盘是不可撤销的，而且受盘人已本着对该项发盘的依赖行事。....(please sign in for more)

(38). An offer, even if it is irrevocable, is terminated when a rejection reaches the offeror.

一项发盘，即使是不可撤销的，于拒绝通知送达发盘人时终止。....(please sign in for more)

(39). A statement made by or other conduct of the offeree indicating assent to an offer is an acceptance.

受盘人声明或做出其它行为表示同意一项发盘，即是接受。....(please sign in for more)

(40). Silence or inactivity does not in itself amount to acceptance.

缄默或不行动本身不等于接受。....(please sign in for more)

(41). An acceptance of an offer becomes effective at the moment the indication of assent reaches the offeror.

接受发盘于表示同意的通知送达发盘人时生效。....(please sign in for more)

(42). An acceptance is not effective if the indication of assent does not reach the offeror within the time he has fixed or, if no time is fixed, within a reasonable time, due account being taken of the circumstances of the transaction, including the rapidity of the means of communication employed by the offeror.

如果表示同意的通知在发盘人所规定的时间内，如未规定时间，在一段合理的时间内，未曾送达发盘人，接受就成为无效，但须当适地考虑到交易的情况，包括发盘人所使用的通讯方法的迅速程度。....(please sign in for more)

(43). An oral offer must be accepted immediately unless the circumstances indicate otherwise.

对口头发盘必须立即接受，但情况有别者不在此限。....(please sign in for more)

(44). However, if, by virtue of the offer or as a result of practices which the parties have established between themselves or of usage, the offeree may indicate assent by performing an act without notice to the offeror, the acceptance is effective at the moment the act is performed, provided that the act is performed within the period of time laid down in the preceding paragraph.

但是，如果根据该项发盘或依照当事人之间确立的习惯作法或惯例，受盘人可以做出某种行为，来表示同意，而无须向发盘人发出通知，则接受于该项行为做出时生效，但该项行为必须在上一款所规定的期间内做出。....(please sign in for more)

(45). A reply to an offer, which purports to be an acceptance but contains additions, limitations or other modifications is a rejection of the offer and constitutes a counteroffer.

对发盘表示接受但载有添加、限制或其它更改的答复，即为拒绝该项发盘，并构成还盘。....(please sign in for more)

(46). However, a reply to an offer, which purports to be an acceptance but contains additional or different terms which do not materially alter the terms of the offer constitutes an acceptance, unless the offeror, without undue delay, objects orally to the discrepancy or dispatches a notice to that effect.

但是，对发盘表示接受但载有添加或不同条件的答复，如所载的添加或不同条件在实质上并不变更该项发盘的条件，除发盘人在不过分迟延的期间内以口头或书面通知反对其间的差异外，仍构成接受。....(please sign in for more)

(47). If he does not so object, the terms of the contract are the terms of the offer with the modifications contained in the acceptance.

如果发盘人不做出这种反对，合同的条件就以该项发盘的条件以及接受通知内所载的更改为准。....(please sign in for more)

(48). Additional or different terms relating, among other things, to the price, payment, quality and quantity of the goods, place and time of delivery, extent of one party’s liability to the other or the settlement of disputes are considered to alter the terms of the offer materially.

有关货物价格、付款、货物质量和数量、交货地点和时间、一方当事人对另一方当事人的赔偿责任范围或解决争端等等的添加或不同条件，均视为在实质上变更发盘的条件。....(please sign in for more)

(49). A period of time of acceptance fixed by the offeror in a telegram or a letter begins to run from the moment the telegram is handed in for dispatch or from the date shown on the letter or, if no such date is shown, from the date shown on the envelope.

发盘人在电报或信件内规定的接受期间，从电报交发时刻或信上载明的发信日期起算，如信上未载明发信日期，则从信封上所载日期起算。....(please sign in for more)

(50). A period of time for acceptance fixed by the offeror by telephone, telex or other means of instantaneous communication, begins to run from the moment that the offer reaches the offeree.

发盘人以电话、电传或其它快速通讯方法规定的接受期间，以发盘送达受盘人时起算。....(please sign in for more)

(51). Official holidays or non-business days occurring during the period for acceptance are included in calculating the period.

在计算接受期间时，接受期间内的正式假日或非营业日应计算在内。....(please sign in for more)

(52). However, if a notice of acceptance cannot be delivered at the address of the offeror on the last day of the period because that day falls on an official holiday or a non-business day at the place of business of the offeror, the period is extended until the first business day which follows.

但是，如果接受通知在接受期间的最后一天未能送到发盘人地址，因为那天在发盘人营业地是正式假日或非营业日，则接受期间应顺延至下一个营业日。....(please sign in for more)

(53). A late acceptance is nevertheless effective as an acceptance if without delay the offeror orally so informs the offeree or dispatches a notice to that effect.

逾期接受仍有接受的效力，如果发盘人毫不迟延地用口头或书面将此种意见通知受盘人。....(please sign in for more)

(54). If a letter or other writing containing a late acceptance shows that it has been sent in such circumstances that if its transmission had been normal it would have reached the offeror in due time, the late acceptance is effective as an acceptance unless, without delay, the offeror orally informs the offeree that he considers his offer as having lapsed or dispatches a notice to that effect.

如果载有逾期接受的信件或其它书面文件表明，它是在传递正常、能及时送达发盘人的情况下寄发的，则该项逾期接受具有接受的效力，除非发盘人毫不迟延地用口头或书面通知受盘人，认为他的发盘已经失效。....(please sign in for more)

(55). An acceptance may be withdrawn if the withdrawal reaches the offeror before or at the same time as the acceptance would have become effective.

接受得予撤回，如果撤回通知于接受于应生效之前或同时送达发盘人。....(please sign in for more)

(56). A contract is concluded at the moment when an acceptance of an offer becomes effective in accordance with the provisions of this Convention.

合同于按照本公约规定对发盘的接受生效时订立。....(please sign in for more)

(57). 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 him of what he is entitled to expect under the contract.

一方当事人违反合同的结果，如使另一方当事人蒙受损害，以致于实际上剥夺了他根据合同规定有权期待得到的东西，即为根本违反合同。....(please sign in for more)

(58). Unless the party in breach did not foresee and a reasonable person of the same kind in the same circumstances would not have foreseen such a result.

除非违反合同一方并不预知而且一个同等资格、通情达理的人处于相同情况中也没有理由预知会发生这种结果。....(please sign in for more)

(59). A declaration of avoidance of the contract is effective only if made by notice to the other party.

宣告合同无效的声明，必须向另一方当事人发出通知，方始有效。....(please sign in for more)

(60). "For the purposes of this Part of the Convention, an offer, declaration of acceptance or any other indication of intention ""reaches"" the addressee when it is made orally to him or delivered by any other means to him personally, to his place of business or mailing address or, if he does not have a place of business or mailing address, to his habitual residence"

为公约本部分的目的，发盘、接受声明或任何其它意旨表示"送达"对方，系指用口头通知对方或通过任何其它方法送交对方本人，或其营业地或通讯地址，如无营业地或通讯地址，则送交对方惯常居住地。....(please sign in for more)

(61). Unless otherwise expressly provided in this Part of the Convention, if any notice, request or other communication is given or made by a party in accordance with this Part and by means appropriate in the circumstances, a delay or error in the transmission of the communication or its failure to arrive does not deprive that party of the right to rely on the communication.

除非公约本部分另有明文规定，当事人按照本部分的规定，以适合情况的方法发出任何通知、要求或其它通知后，这种通知如在传递上发生耽搁或错误，或者未能到达，并不使该当事人丧失依靠该项通知的权利。....(please sign in for more)

(62). If, in accordance with the provisions of this Convention, one party is entitled to require performance of any obligation by the other party, a court is not bound to enter a judgement for specific performance unless the court would do so under its own law in respect of similar contracts of sale not governed by this Convention.

如果按照本公约的规定，一方当事人有权要求另一方当事人履行某一义务，法院没有义务做出判决，要求具体履行此一义务，除非法院依照其本身的法律对不属本公约范围的类似销售合同愿意这样做。....(please sign in for more)

(63). A contract may be modified or terminated by the mere agreement of the parties.

合同只需双方当事人协议，就可更改或终止。....(please sign in for more)

(64). A contract in writing which contains a provision requiring any modification or termination by agreement to be in writing may not be otherwise modified or terminated by agreement.

规定任何更改或根据协议终止必须以书面做出的书面合同，不得以任何其它方式更改或根据协议终止。....(please sign in for more)

(65). However, a party may be precluded by his conduct from asserting such a provision to the extent that the other party has relied on that conduct.

但是，一方当事人的行为，如经另一方当事人寄以信赖，就不得坚持此项规定。....(please sign in for more)

(66). The seller must deliver the goods, hand over any documents relating to them and transfer the property in the goods, as required by the contract and this Convention.

卖方必须按照合同和本公约的规定，交付货物，移交一切与货物有关的单据并转移货物所有权。....(please sign in for more)

(67). If the seller is not bound to deliver the goods at any other particular place, his obligation to deliver consists in handing the goods over to the first carrier for transmission to the buyer if the contract of sale involves carriage of the goods.

如果卖方没有义务要在任何其它特定地点交付货物，他的交货义务包括:如果销售合同涉及到货物的运输，卖方应把货物移交给第一承运人，以运交给买方....(please sign in for more)

(68). If the contract relates to specific goods, or unidentified goods to be drawn from a specific stock or to be manufactured or produced, and at the time of the conclusion of the contract the parties knew that the goods were at, or were to be manufactured or produced at, a particular place-the seller shall place the goods at the buyer’s disposal at that place.

如果合同指的是特定货物或从特定存货中提取的或尚待制造或生产的未经特定化的货物，而双方当事人在订立合同时已知道这些货物是在某一特定地点，或将在某一特定地点制造或生产，卖方应在该地点把货物交给买方处置....(please sign in for more)

(69). In other cases, the seller shall place the goods at the buyer’s disposal at the place where the seller had his place of business at the time of the conclusion of the contract.

在其它情况下，卖方应在他于订立合同时的营业地把货物交给买方处置。....(please sign in for more)

(70). If the seller, in accordance with the contract or this Convention, hands the goods over to a carrier and if the goods are not dearly identified to the contract by markings on the goods, by shipping documents or otherwise, the seller must give the buyer notice of the consignment specifying the goods.

如果卖方按照合同或本公约的规定将货物交付给承运人，但货物没有以货物上加标记、或以装运单据或其它方式清楚地注明有关合同，卖方必须向买方发出列明货物的发货通知。....(please sign in for more)

(71). If the seller is bound to arrange for carriage of the goods, he must make such contracts as are necessary for carriage to the place fixed by means of transportation appropriate in the circumstances and according to the usual terms for such transportation.

如果卖方有义务安排货物的运输，他必须订立必要的合同，以按照通常运输条件，用适合情况的运输工具，把货物运到指定地点。....(please sign in for more)

(72). If the seller is not bound to effect insurance in respect of the carriage of the goods, he must, at the buyer’s request, provide him with all available information necessary to enable him to effect such insurance.

如果卖方没有义务对货物的运输办理保险，他必须在买方提出要求时，向买方提供一切现有的必要资料，使他能够办理这种保险。....(please sign in for more)

(73). The seller must deliver the goods on that date if a date is fixed by or determinable from the contract.

如果合同规定有日期，或从合同可以确定日期，卖方必须应在该日期交货....(please sign in for more)

(74). If a period of time is fixed by or determinable from the contract, the seller must deliver the goods at any time within that period unless circumstances indicate that the buyer is to choose a date.

如果合同规定有一段时间，或从合同可以确定一段时间，除非情况表明应由买方选定一个日期外，应在该段时间内任何时候交货....(please sign in for more)

(75). If the seller is bound to hand over documents relating to the goods, he must hand them over at the time and place and in the form required by the contract.

如果卖方有义务移交与货物有关的单据，他必须按照合同所规定的时间、地点和方式移交这些单据。....(please sign in for more)

(76). The obligation of the seller does not extend to the right or claim that results from the seller’s compliance with technical drawings, designs, formulae or other such specifications furnished by the buyer.

卖方义务不适用此项权利或要求的发生，是由于卖方要遵照买方所提供的技术图样、图案、程式或其它规格。....(please sign in for more)

(77). The seller is not entitled to rely on the provisions of the preceding paragraph if he knew of the right or claim of the third party and the nature of it.

卖方如果知道第三方的权利或要求以及此一权利或要求的性质，就无权援引上一款的规定。....(please sign in for more)

(78). The buyer is not deprived of any right he may have to claim damages by exercising his right to other remedies.

买方可能享有的要求损害赔偿的任何权利，不因他行使采取其它补救办法的权利而丧失。....(please sign in for more)

(79). 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.

如果买方对违反合同采取某种补救办法，法院或仲裁庭不得给予卖方宽限期。....(please sign in for more)

(80). If the seller has handed over documents before that time, he may, up to that time, cure any lack of conformity in the documents, if the exercise of this right does not cause the buyer unreasonable inconvenience or unreasonable expense.

如果卖方在那个时间以前已移交这些单据，他可以在那个时间到达前纠正单据中任何不符合同规定的情形，但是，此一权利的行使不得使买方遭受不合理的不便或承担不合理的开支。....(please sign in for more)

(81). However, the buyer retains any right to claim damages as provided for in this Convention.

但是，买方保留本公约所规定的要求损害赔偿的任何权利。....(please sign in for more)

(82). 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.

卖方交付的货物必须与合同所规定的数量、质量和规格相符，并须按照合同所规定的方式装箱或包装。....(please sign in for more)

(83). Except where the parties have agreed otherwise, the goods do not conform with the contract unless they are fit for the purposes for which goods of the same description would ordinarily be used

除双方当事人业已另有协议外，货物除非适用于同一规格货物通常使用的目的，否则即为与合同不符.....(please sign in for more)

(84). The goods 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 judgment.

货物适用于订立合同时曾明示或默示地通知卖方的任何特定目的，除非情况表明买方并不依赖卖方的技能和判断力，或者这种依赖对他是不合理的....(please sign in for more)

(85). The goods possess the qualities of goods that the seller has held out to the buyer as a sample or model.

货物的质量与卖方向买方提供的货物样品或样式相同....(please sign in for more)

(86). The goods 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.

货物按照同类货物通用的方式装箱或包装，如果没有此种通用方式，则按照足以保全和保护货物的方式装箱或包装。....(please sign in for more)

(87). The seller is not liable under subparagraphs 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.

如果买方在订立合同时知道或者不可能不知道货物不符合同，卖方就无须按上一款负有此种不符合同的责任。....(please sign in for more)

(88). 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.

卖方应按照合同和本公约的规定，对风险转移到买方时所存在的任何不符合同情形，负有责任，即使这种不符合同情形在该时间后方始明显。....(please sign in for more)

(89). The seller is also liable for any lack of conformity which occurs after the time indicated in the preceding paragraph and which is due to a breach of any of his obligations.

卖方对在上一款所述时间后发生的任何不符合同情形，也应负有责任，如果这种不符合同情形是由于卖方违反他的某项义务所致。....(please sign in for more)

(90). If the seller has delivered goods before the date for delivery, he may, up to that date, deliver any missing part or make up any deficiency in the quantity of the goods delivered, or deliver goods in replacement of any non-conforming goods delivered or remedy any lack of conformity in the goods delivered.

如果卖方在交货日期前交付货物，他可以在那个日期到达前，交付任何缺漏部分或补足所交付货物的不足数量，或交付用以替换所交付不符合同规定的货物，或对所交付货物中任何不符合同规定的情形做出补救.....(please sign in for more)

(91). The exercise of this right does not cause the buyer unreasonable inconvenience or unreasonable expense.

此权利的行使不得使买方遭受不合理的不便或承担不合理的开支。....(please sign in for more)

(92). The buyer must examine the goods, or cause them to be examined within as short a period as is practicable in the circumstances.

买方必须在按情况实际可行的最短时间内检验货物或由他人检验货物。....(please sign in for more)

(93). If the contract involves carriage of the goods, examination may be deferred until after the goods have arrived at their destination.

如果合同涉及到货物的运输，检验可推迟到货物到达目的地后进行。....(please sign in for more)

(94). If the goods are redirected in transit or redispatched by the buyer without a reasonable opportunity for examination by him and at the time of the conclusion of the contract the seller knew or ought to have known of the possibility of such redirection or redispatch, examination may be deferred until after the goods have arrived at the new destination.

如果货物在运输途中改运或买方须再发运货物，没有合理机会加以检验，而卖方在订立合同时已知道或理应知道这种改运或再发运的可能性，检验可推迟到货物到达新目的地后进行。....(please sign in for more)

(95). 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.

买方对货物不符合同，必须在发现或理应发现不符情形后一段合理时间内通知卖方，说明不符合同情形的性质，否则就丧失声称货物不符合同的权利。....(please sign in for more)

(96). 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.

无论如何，如果买方不在实际收到货物之日起两年内将货物不符合同情形通知卖方，他就丧失声称货物不符合同的权利，除非这一时限与合同规定的保证期限不符。....(please sign in for more)

(97). The seller is not entitled to rely on the provisions of articles concerned if the lack of conformity relates to facts of which he knew or could not have been unaware and which he did not disclose to the buyer.

如果货物不符合同规定指的是卖方已知道或不可能不知道而又没有告知买方的一些事实，则卖方无权援引相关规定。....(please sign in for more)

(98). 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.

卖方所交付的货物，必须是第三方不能提出任何权利或要求的货物，除非买方同意在这种权利或要求的条件下，收取货物。....(please sign in for more)

(99). However, if such right or claim is based on industrial property or other intellectual property, the seller’s obligation is governed by article 42.

但是，如果这种权利或要求是以工业产权或其它知识产权为基础的，卖方的义务应依照第四十二条的规定。....(please sign in for more)

(100). The obligation of the seller under the preceding paragraph does not extend to cases where at the time of the conclusion of the contract the buyer knew or could not have been unaware of the right or claim.

卖方在上一款中的义务不适用于买方在订立合同时已知道或不可能不知道此项权利或要求....(please sign in for more)