law. For other legal aspects that may arise under the contract, like, for example, its validity, reference is to be made to the substantive law applicable under the private international law of the lex fori. 2. Comparison with other legal provisions : The CISG does not contain any rules on the transfer of property in the goods sold under the contract. To this extent, it is the applicable domestic law that determines when prop- erty in the goods is transferred to the buyer and under which requirements property is acquired in good faith. Where the parties have agreed that the seller shall hold retention of title over the goods (Eigentumsvorbehalt), a distinction must be drawn between the

doi:10.4324/9780203945445-41

Chapter

law. For other legal aspects that may arise under the contract, like, for example, its validity, reference is to be made to the substantive law applicable under the private international law of the lex fori. 2. Comparison with other legal provisions

Chapter

ABSTRACT

The CISG does not contain any rules on the transfer of property in the goods sold under the contract. To this extent, it is the applicable domestic law that determines when property in the goods is transferred to the buyer and under which requirements property is acquired in good faith. Where the parties have agreed that the seller shall hold retention of title over the goods (Eigentumsvorbehalt), a distinction must be drawn between the contractual eﬀect of such a clause and the eﬀect it has on the buyer’s rights over the goods (schuldrechtliche and dingliche Wirkungen respectively). The contractual eﬀect of retention of title is a matter that generally aﬀects the CISG; the parties, by agreeing on a retention of title, modify the seller’s duties to the eﬀect that the seller is not obliged to immediately transfer the property in the goods, but only after the buyer has fulﬁled all of its own duties, e.g., paid the total purchase price. As long as the buyer does not comply with its contractual obligations, the seller is not bound to transfer property in the goods. We must draw a distinction between this and the buyer’s rights in the goods during the period in which the seller still has title: it is the applicable domestic law which states whether the buyer is in any way entitled in the goods (Anwartschaftsrecht), what the requirements for passing of title in the goods are once the buyer has complied with all its duties, etc.