ERDEM-NEWSLETTER-2018-metin

32 NEWSLETTER 2018 Contractual Guarantees and Exemption Clauses in Commercial Sales Contracts * Prof. Dr. H. Ercument Erdem Introduction Legal systems create provisions that regulate a seller’s liabilities in sales agreements with respect to defects, as well as consequences thereto, in order to establish delivery of goods to the buyer under the conditions stipulated by the law and to prevent material, legal or economic defects that remove or substantially reduce the value of the goods, as well as the benefits expected therefrom. As these provisions are not of a mandatory nature, under the principle of freedom of con- tract, sellers may give contractual guarantees by undertaking risks that are not stipulated by the law, or they may reduce their risks by limiting their liability. Contractual guarantees provide advantages to the buyer in case of defect, which are more extensive than those stipulated by the law, such as more speedy and simple legal remedies, prolonged validity periods for the rights of replacement or repair, removal of the requirement of the presence of legal conditions for defects liability, and removal or extension of the time limit for examination and inspection. In addition, these guarantees ease customer traction, enable the seller to determine its own guarantee conditions, rather than the regime, as stipulated by the law and, thus, to better understand its liabilities, and provide for the possibility to remove or limit the liability surrounding defects. This Newsletter article explains the scope of contractual liabilities and specifically examines the validity of the provisions that remove or limit seller’s liability, and cases where such provisions are present within the standard sales terms of the seller in a general sense, within the framework of various legal systems. The subject of this article is * Article of July 2018