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the commission agent under the duty of care is to arrange the sale of the
goods where there is a risk that they will rapidly deteriorate provided that
the principal is notified immediately.
The commission agent must comply with the instructions of the
principal regarding the price. Likewise, Article 535 of the TCO clearly
sets forth that where the commission agent sells goods below the minimum
price instructed, he is liable to the principal for the difference unless he
can prove that such sale averted loss or damage that the principal would
otherwise have incurred and that he was unable to seek the principal’s
instructions within the time available. Moreover, the commission agent,
in the event he is found at fault, shall be liable for other damages suffered
by the principal as a result of his noncompliance with the relevant
instruction. On the other hand, the commission agent who bought goods
below or sold goods above the price determined by the principal shall not
be entitled to retain the difference arising from these transactions.
Pursuant to Article 536 of the TCO, if commission agent, without
permission of the principal, sells the goods on credit or pays the price
without receiving the goods, he must bear the damage arising therefrom.
However, Article 536 of the TCO stipulates an exemption regarding sale
on credit. Accordingly, unless prohibited by the principal, the commission
agent may sell the goods on credit as per the commercial customs in the
selling area.
The commission agent cannot be held liable for the debtors’
nonpayment and nonperformance of other obligations except the sale of
goods on credit without permission. However, in case the commission
agent explicitly gives warranty or the commercial customs at the place
of business require so, the commission agent shall be liable for the
debtor’s nonpayment or nonperformance of other obligations. Pursuant to
Article 537 of the TCO, the commission agent who assumes liability for
nonperformance by the debtor shall be entitled to special remuneration.
Rights of the Commission Agent
Pursuant to Article 538 of the TCO, the commission agent is entitled
to reimbursement of all expenses incurred on the principal’s behalf and
all prices paid plus interest on all such amounts.