Business Contracts

Articles 1641 et seq. of the Civil Code grant the benefit of the warranty to the “buyer”. The notion is multifaceted and covers a variety of legal situations.
1) Co-owner
The warranty action is not reserved for a single natural or legal person, but for any co-owner of the thing. Admissibility does not depend on all co-owners joining the action .
2) Lessee (crédit-preneur)
A leasing agreement (créd …

Notion of buyer/purchaser

Articles 1641 et seq. of the Civil Code grant the benefit of the warranty to the “buyer”. The notion is multifaceted and covers a variety of legal situations.

The warranty action is not reserved for a single natural or legal person, but for any co-owner of the thing. Admissibility does not depend on all co-owners joining the action .

A leasing agreement (crédit-bail) is a contract by which a financial institution leases an asset to a person who, at the end of a certain period, has the option of either returning the asset, purchasing it, or requesting renewal of the contract. In legal terms, the status of purchaser is therefore acquired only when the option is exercised by the lessee . This is why such contracts often include a clause whereby the lessor authorizes the lessee to exercise the rights and actions attached to ownership of the object of the contract, in particular the warranty against latent defects, against the original seller . In return, the lessee waives the warranties enforceable against the lessor.

The warranty against latent defects is automatically transferred to successive purchasers of the property, so that the sub-purchaser enjoys all the rights and actions attached to the property which belonged to the original buyer . The sub-purchaser may take action either against his own seller, or against the original seller or manufacturer, provided that there is a direct contractual link with the original seller, or one resulting from a chain of contracts transferring ownership , and that the defect was already present at the time of the initial sale . In order to avoid liability towards the sub-purchaser, the original seller cannot invoke the intermediary seller's  knowledge of the defect, or his professional capacity .

However, a sub-purchaser cannot bring an action against the original seller if he has already obtained a judgment against his own seller and the sale has been rescinded . In effect, in such a case, the sub-purchaser has returned the thing and been reimbursed for the price paid. However, the sub-purchaser's action for rescission against the original seller is conditional upon the latter's restitution of the defective item . Furthermore, the direct action of the final purchaser, who has no more rights than the original purchaser, against the manufacturer of the thing is ill-founded when the intermediate seller has himself forfeited his right to act against the latter .

An intermediary seller who has resold the item to a sub-purchaser is still entitled to take action against his own seller, if it is established that the defect existed at the date of sale . In effect, the courts consider that the resale of the item does not deprive the intermediary seller of the rights and actions attached to the item, provided that he/she can justify a personal, direct and certain interest in suing . This is the case when he can claim harm resulting from the depreciation of the item at the time of resale, or from disturbances of enjoyment suffered while still the owner . On the other hand, the action will fail if the sub-purchaser's action has been declared inadmissible due to the expiry of the brief time limit  or if he has not been sued by the sub-purchaser .

The same rule applies to the non-professional intermediary seller who has resold the item. Thus, a buyer who has been forced to resell the item at a lower price because of its latent defects is still entitled to bring an action against the seller for warranty against latent defects .

CA Pau, 18 April 2013, LawLex201400001567JBJ.

CA Pau, 22 November 2010, LawLex201200001779JBJ: the lessee acquires the status of owner of the vehicle as soon as he exercises the option attached to the lease contract with purchase option; CA Poitiers, 27 January 2012, LawLex201200001604JBJ.

CA Dijon, 13 February 2020, LawLex202000000233JBJ.

CA Rouen, 31 October 2001, LawLex200700000629JBJ; CA Paris, 10 October 2019, LawLex201900001221JBJ.

Cass. 1re civ, 19 January 1988, LawLex200700000614JBJ; 21 June 1988, LawLex200700000615JBJ; Cass. com, 12 January 1988, LawLex200700000613JBJ; CA Lyon, 7 September 2010, LawLex201200001904JBJ. See also Caen, 11 July 2002, LawLex200700000625JBJ, specifying that an intermediary seller, even a professional seller, who has had to provide his buyer with a warranty against latent defects in the vehicle sold, has a direct and certain interest in acting against his own seller, in order to obtain a warranty in turn.

CA Caen, 24 April 2018, LawLex201800000645JBJ.

Cass. com, 13 January 1998, LawLex200700000617JBJ.

Cass. com. 7 January 2003, LawLex200300004127JBJ, upholding CA Versailles, 6 May 1999, LawLex200300003758JBJ. 

Cass. civ. 3e, 27 June 2001, LawLex200500003681JBJ, quashing CA Grenoble, 9 March 1999, LawLex200500004283JBJ. Contra : CA Aix-en-Provence, 31 January 2008, LawLex201200001850JBJ.

Cass. com. 16 December 1997, LawLex200500004306JBJ.

See, establishing the principle of direct action by the sub-purchaser against the original seller in matters of non-conformity, Cass. Ass. plén., 7 February 1986, LawLex200600001136JBJ; CA Paris, 2 November 2017, LawLex201700001846JBJ; 23 January 2020, LawLex202000000118JBJ.

CA Nîmes, 22 June 2010, LawLex201200001785JBJ; CA Douai, 11 April 2011, LawLex201200001908JBJ: the warranty owed by the seller for latent defects is inherent in the object of the sale and belongs to the buyer as holder of the thing by virtue of a right of his own which he derives from the contract.

CA Aix-en-Provence, 16 June 1994, LawLex200500004281JBJ; CA Colmar, 27 June 2005, LawLex200600001714JBJ; CA Rouen, 28 January 2009, LawLex201200001830JBJ; CA Aix-en-Provence, 28 February 2017, LawLex201700000469JBJ: the end buyer can sue for compensation against the original seller of the thing on the basis of Article 1645 of the Civil Code when it is established that the defect in the thing predates the various sales in the chain of contracts.

Cass. com. 24 November 1987, LawLex200700000616JBJ.

Cass. 1re civ, 20 June 1995, LawLex200500003698JBJ.

CA Rennes, 14 February 2008, LawLex201200001897JBJ.

Cass. 1re civ, 16 April 1996, LawLex200500004352JBJ.

Business Contracts

209. Notion of buyer/purchaser

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

209. Notion of buyer/purchaser

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

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