commercial & contracts bodenheimer herzberg legal

Brazil is a signatory to the CISG. To the extent the CISG does not apply, Article 481 of the Brazilian Civil Code (Law n° 10.406/2002) provides for the definition of a sales contract as follows:

By way of a sales contract, one of the parties is obliged to transfer the ownership of a thing, and the other to pay a certain price in money.

Articles 481 to 532 of the Brazilian Civil Code then provide for rules on, inter alia,

  • conformity of the goods that form the object of the sale,
  • transfer of ownership,
  • passing of the risk,
  • validity of the sales contract,
  • time limits,
  • preemption, repurchase and redemption,
  • retention of title, etc.

B2B sales transactions are governed by the abovementioned articles of the Brazilian Civil Code. B2C sales are additionally governed by provisions of the Brazilian Consumer Protection Code (Law n° 8.078/1990).