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2023 Louisiana Laws › Civil Code › Art. 2513. Scope of warranty in sale of succession rights

Art. 2513. Scope of warranty in sale of succession rights
In a sale of a right of succession, the warranty against eviction extends only to the right to succeed the decedent, which entitles the buyer to those things that are, in fact, a part of the estate, but it does not extend to any particular thing.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2517. Call in warranty, failure of buyer to call seller in warranty, suit to quiet possession

Art. 2517. Call in warranty, failure of buyer to call seller in warranty, suit to quiet possession
A buyer threatened with eviction must give timely notice of the threat to the seller. If a suit for eviction has been brought against the buyer, his calling in the seller to defend that suit amounts to such notice.
A buyer who elects to bring suit against a third person who disturbs his peaceful possession of the thing sold must give timely notice of that suit to the seller.
In either case, a buyer who fails to give such notice, or who fails to give it in time for the seller to defend himself, forfeits the warranty against eviction if the seller can show that, had he been notified in time, he would have been able to prove that the third person who sued the buyer had no right.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2520. Warranty against redhibitory defects

CHAPTER 9. REDHIBITION
Art. 2520. Warranty against redhibitory defects
The seller warrants the buyer against redhibitory defects, or vices, in the thing sold.
A defect is redhibitory when it renders the thing useless, or its use so inconvenient that it must be presumed that a buyer would not have bought the thing had he known of the defect. The existence of such a defect gives a buyer the right to obtain rescission of the sale.
A defect is redhibitory also when, without rendering the thing totally useless, it diminishes its usefulness or its value so that it must be presumed that a buyer would still have bought it but for a lesser price. The existence of such a defect limits the right of a buyer to a reduction of the price.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2521. Defects that are made known to the buyer or that are apparent

Art. 2521. Defects that are made known to the buyer or that are apparent
The seller owes no warranty for defects in the thing that were known to the buyer at the time of the sale, or for defects that should have been discovered by a reasonably prudent buyer of such things.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2522. Notice of existence of defect

Art. 2522. Notice of existence of defect
The buyer must give the seller notice of the existence of a redhibitory defect in the thing sold. That notice must be sufficiently timely as to allow the seller the opportunity to make the required repairs. A buyer who fails to give that notice suffers diminution of the warranty to the extent the seller can show that the defect could have been repaired or that the repairs would have been less burdensome, had he received timely notice.
Such notice is not required when the seller has actual knowledge of the existence of a redhibitory defect in the thing sold.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2524. Thing fit for ordinary use

Art. 2524. Thing fit for ordinary use
The thing sold must be reasonably fit for its ordinary use.
When the seller has reason to know the particular use the buyer intends for the thing, or the buyer's particular purpose for buying the thing, and that the buyer is relying on the seller's skill or judgment in selecting it, the thing sold must be fit for the buyer's intended use or for his particular purpose.
If the thing is not so fit, the buyer's rights are governed by the general rules of conventional obligations.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2529. Thing not of the kind specified in the contract

Art. 2529. Thing not of the kind specified in the contract
When the thing the seller has delivered, though in itself free from redhibitory defects, is not of the kind or quality specified in the contract or represented by the seller, the rights of the buyer are governed by other rules of sale and conventional obligations.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2530. Defect must exist before delivery

Art. 2530. Defect must exist before delivery
The warranty against redhibitory defects covers only defects that exist at the time of delivery. The defect shall be presumed to have existed at the time of delivery if it appears within three days from that time.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2531. Liability of seller who knew not of the defect

Art. 2531. Liability of seller who knew not of the defect
A seller who did not know that the thing he sold had a defect is only bound to repair, remedy, or correct the defect. If he is unable or fails so to do, he is then bound to return the price to the buyer with interest from the time it was paid, and to reimburse him for the reasonable expenses occasioned by the sale, as well as those incurred for the preservation of the thing, less the credit to which the seller is entitled if the use made of the thing, or the fruits it has yielded, were of some value to the buyer.
A seller who is held liable for a redhibitory defect has an action against the manufacturer of the defective thing, if the defect existed at the time the thing was delivered by the manufacturer to the seller, for any loss the seller sustained because of the redhibition. Any contractual provision that attempts to limit, diminish or prevent such recovery by a seller against the manufacturer shall have no effect.
Amended by Acts 1974, No. 673, §1; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2532. Return of the thing; destruction of the thing

Art. 2532. Return of the thing; destruction of the thing
A buyer who obtains rescission because of a redhibitory defect is bound to return the thing to the seller, for which purpose he must take care of the thing as a prudent administrator, but is not bound to deliver it back until all his claims, or judgments, arising from the defect are satisfied.
If the redhibitory defect has caused the destruction of the thing the loss is borne by the seller, and the buyer may bring his action even after the destruction has occurred.
If the thing is destroyed by a fortuitous event before the buyer gives the seller notice of the existence of a redhibitory defect that would have given rise to a rescission of the sale, the loss is borne by the buyer.
After such notice is given, the loss is borne by the seller, except to the extent the buyer has insured that loss. A seller who returns the price, or a part thereof, is subrogated to the buyer's right against third persons who may be liable for the destruction of the thing.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2534. Prescription

Art. 2534. Prescription
A. The action for redhibition against a seller who did not know of the existence of a defect in the thing sold and the action asserting that a thing is not fit for its ordinary or intended use prescribe in two years from the day of delivery of the thing to the buyer or one year from the day the defect or unfitness was discovered by the buyer, whichever occurs first.
B. The action for redhibition against a seller who knew, or is presumed to have known, of the existence of a defect in the thing sold prescribes in one year from the day the defect was discovered by the buyer or ten years from the perfection of the contract of sale, whichever occurs first.
C. In any case prescription on an action for redhibition is interrupted when the seller accepts the thing for repairs and commences anew from the day he tenders it back to the buyer or notifies the buyer of his refusal or inability to make the required repairs.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995; Acts 1995, No. 172, §1; Acts 1997, No. 266, §1; Acts 2021, No. 414, §1.
2023 Louisiana Laws › Civil Code › Art. 2538. Multiple sellers, multiple buyers, successors

Art. 2538. Multiple sellers, multiple buyers, successors
The warranty against redhibitory vices is owed by each of multiple sellers in proportion to his interest.
Multiple buyers must concur in an action for rescission because of a redhibitory defect. An action for reduction of the price may be brought by one of multiple buyers in proportion to his interest.
The same rules apply if a thing with a redhibitory defect is transferred, inter vivos or mortis causa, to multiple successors.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2540. Redhibitory vice of one of several matched things sold together

Art. 2540. Redhibitory vice of one of several matched things sold together
When more than one thing are sold together as a whole so that the buyer would not have bought one thing without the other or others, a redhibitory defect in one of such things gives rise to redhibition for the whole.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2541. Reduction of the price

Art. 2541. Reduction of the price
A buyer may choose to seek only reduction of the price even when the redhibitory defect is such as to give him the right to obtain rescission of the sale.
In an action for rescission because of a redhibitory defect the court may limit the remedy of the buyer to a reduction of the price.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2545. Liability of seller who knows of the defect; presumption of knowledge

Art. 2545. Liability of seller who knows of the defect; presumption of knowledge
A seller who knows that the thing he sells has a defect but omits to declare it, or a seller who declares that the thing has a quality that he knows it does not have, is liable to the buyer for the return of the price with interest from the time it was paid, for the reimbursement of the reasonable expenses occasioned by the sale and those incurred for the preservation of the thing, and also for damages and reasonable attorney fees. If the use made of the thing, or the fruits it might have yielded, were of some value to the buyer, such a seller may be allowed credit for such use or fruits.
A seller is deemed to know that the thing he sells has a redhibitory defect when he is a manufacturer of that thing.
Amended by Acts 1968, No. 84, §1; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2548. Exclusion or limitation of warranty; subrogation

Art. 2548. Exclusion or limitation of warranty; subrogation
The parties may agree to an exclusion or limitation of the warranty against redhibitory defects. The terms of the exclusion or limitation must be clear and unambiguous and must be brought to the attention of the buyer.
A buyer is not bound by an otherwise effective exclusion or limitation of the warranty when the seller has declared that the thing has a quality that he knew it did not have.
The buyer is subrogated to the rights in warranty of the seller against other persons, even when the warranty is excluded.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2555. Liability of the buyer who fails to take delivery

Art. 2555. Liability of the buyer who fails to take delivery
A buyer who fails to take delivery of the thing after a tender of such delivery, or who fails to pay the price, is liable for expenses incurred by the seller in preservation of the thing and for other damages sustained by the seller.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2557. Eviction and threat of eviction as grounds for suspension of payment

Art. 2557. Eviction and threat of eviction as grounds for suspension of payment
A buyer who is evicted by the claim of a third person may withhold payment of the price until he is restored to possession, unless the seller gives security for any loss the buyer may sustain as a result of the eviction.
A seller who, in such a case, is unable or unwilling to give security may compel the buyer to deposit the price with the court until the right of the third person is adjudged. Also the buyer may deposit the price with the court, on his own initiative, to prevent the accrual of interest.
A buyer may not withhold payment of the price when the seller is not liable for a return of the price in case of eviction.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2561. Dissolution of sale for nonpayment of price

Art. 2561. Dissolution of sale for nonpayment of price
If the buyer fails to pay the price, the seller may sue for dissolution of the sale. If the seller has given credit for the price and transfers that credit to another person, the right of dissolution is transferred together with the credit. In case of multiple credit holders all must join in the suit for dissolution, but if any credit holder refuses to join, the others may subrogate themselves to his right by paying the amount due to him.
If a promissory note or other instrument has been given for the price, the right to dissolution prescribes at the same time and in the same period as the note or other instrument.
Amended by Acts 1924, No. 108; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2562. Dissolution of sale of immovables for nonpayment of price; extension of time for payment

Art. 2562. Dissolution of sale of immovables for nonpayment of price; extension of time for payment
When an action is brought for the dissolution of the sale of an immovable and there is no danger that the seller may lose the price and the thing, the court, according to the circumstances, may grant the buyer an extension of time, not in excess of sixty days, to make payment, and shall pronounce the sale dissolved if the buyer fails to pay within that time. When there is such a danger, the court may not grant the buyer an extension of time for payment.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2563. Payment of price after expiration of term but prior to default

Art. 2563. Payment of price after expiration of term but prior to default
When the contract of sale of an immovable expressly provides for dissolution in case of failure to pay the price, the buyer still has the right to pay, in spite of the express dissolution clause, for as long as the seller has not given the buyer notice that he avails himself of that clause or has not filed suit for dissolution.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2564. Dissolution of sale of movables

Art. 2564. Dissolution of sale of movables
If the thing is movable and the seller chooses to seek judicial dissolution of the sale because of the failure of the buyer to perform, the court may not grant to the buyer any extension of time to perform.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2567. Right of redemption, definition

CHAPTER 11. OF THE SALE WITH A RIGHT OF REDEMPTION
Art. 2567. Right of redemption, definition
The parties to a contract of sale may agree that the seller shall have the right of redemption, which is the right to take back the thing from the buyer.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2568. Limitation on duration

Art. 2568. Limitation on duration
The right of redemption may not be reserved for more than ten years when the thing sold is immovable, or more than five years when the thing sold is movable. If a longer time for redemption has been stipulated in the contract that time must be reduced to either ten or five years, depending on the nature of the thing sold.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2569. Redemption, presumption of security

Art. 2569. Redemption, presumption of security
A sale with right of redemption is a simulation when the surrounding circumstances show that the true intent of the parties was to make a contract of security. When such is the case, any monies, fruits or other benefit received by the buyer as rent or otherwise may be regarded as interest subject to the usury laws.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2572. Redemption against second purchaser

Art. 2572. Redemption against second purchaser
When the thing is immovable, the right of redemption is effective against third persons only from the time the instrument that contains it is filed for registry in the parish where the immovable is located.
When the thing is movable, the right of redemption is effective against third persons who, at the time of purchase, had actual knowledge of the existence of that right.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2577. Ownership of improvements and augmentations pending redemption

Art. 2577. Ownership of improvements and augmentations pending redemption
The buyer is entitled to all improvements he made on the thing that can be removed when the seller exercises the right of redemption. If such improvements cannot be removed, the buyer is entitled to the enhancement of the value of the thing resulting from the improvements. The buyer is also entitled to the enhancement of the value of the thing resulting from ungathered fruits and unharvested crops.
If the thing sold under right of redemption is naturally increased by accession, alluvion, or accretion before the redeeming seller exercises the right, the increase belongs to the seller.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2578. Liability for deterioration at the time of redemption

Art. 2578. Liability for deterioration at the time of redemption
During the time allowed for redemption, the buyer must administer the thing sold with the degree of care of a prudent administrator. He is liable to the redeeming seller for any deterioration of the thing caused by the lack of such care.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2584. Multiple successors, applicability of rules governing lesion

Art. 2584. Multiple successors, applicability of rules governing lesion
If more than one seller concurred in the sale with right of redemption of an immovable, or if a seller has died leaving more than one successor, the exercise of the right of redemption is governed by the rules provided for the division of the action for lesion among multiple sellers, or among successors of the seller or of the buyer.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2587. Reimbursement to buyer on redemption

Art. 2587. Reimbursement to buyer on redemption
A seller who exercises the right of redemption must reimburse the buyer for all expenses of the sale and for the cost of repairs necessary for the preservation of the thing.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2588. Encumbrances created by buyer

Art. 2588. Encumbrances created by buyer
The seller who exercises the right of redemption is entitled to recover the thing free of any encumbrances placed upon it by the buyer. Nevertheless, when the thing is an immovable, the interests of third persons are governed by the laws of registry.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2589. Rescission for lesion beyond moiety

CHAPTER 12. RESCISSION FOR LESION BEYOND MOIETY
Art. 2589. Rescission for lesion beyond moiety
The sale of an immovable may be rescinded for lesion when the price is less than one half of the fair market value of the immovable. Lesion can be claimed only by the seller and only in sales of corporeal immovables. It cannot be alleged in a sale made by order of the court.
The seller may invoke lesion even if he has renounced the right to claim it.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2590. Time of valuation for determination of lesion

Art. 2590. Time of valuation for determination of lesion
To determine whether there is lesion, the immovable sold must be evaluated according to the state in which it was at the time of the sale. If the sale was preceded by an option contract, or by a contract to sell, the property must be evaluated in the state in which it was at the time of that contract.
Amended by Acts 1950, No. 154; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2591. Option of buyer to supplement price

Art. 2591. Option of buyer to supplement price
When a sale is subject to rescission for lesion the buyer may elect either to return the immovable to the seller, or to keep the immovable by giving to the seller a supplement equal to the difference between the price paid by the buyer and the fair market value of the immovable determined according to the preceding Article.
Amended by Acts 1871, No. 87; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2592. Lesion, return of fruits by buyer and payment of interest by seller

Art. 2592. Lesion, return of fruits by buyer and payment of interest by seller
If the buyer elects to return the immovable he must also return to the seller the fruits of the immovable from the time a demand for rescission was made. In such a case, the seller must return to the buyer the price with interest from the same time.
If the buyer elects to keep the immovable he must also pay to the seller interest on the supplement from the time a demand for rescission was made.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2594. Lesion, action against vendee who has resold the immovable

Art. 2594. Lesion, action against vendee who has resold the immovable
When the buyer has sold the immovable, the seller may not bring an action for lesion against a third person who bought the immovable from the original buyer.
In such a case the seller may recover from the original buyer whatever profit the latter realized from the sale to the third person. That recovery may not exceed the supplement the seller would have recovered if the original buyer had chosen to keep the immovable.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2596. Lesion, action against vendee who has granted a right on the immovable

Art. 2596. Lesion, action against vendee who has granted a right on the immovable
When the buyer has granted a right on the immovable to a third person, rescission may not impair the interest of that person. The seller who receives back the immovable so encumbered is entitled to recover from the buyer any diminution in value suffered by the immovable because of the right of the third person. That recovery may not exceed the supplement the seller would have recovered if the buyer had not encumbered the immovable and had decided to keep it.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2597. Condition in which property is returned to seller; reimbursement of buyer for improvements

Art. 2597. Condition in which property is returned to seller; reimbursement of buyer for improvements
When rescission is granted for lesion the seller must take back the immovable in the state it is at that time. The buyer is not liable to the seller for any deterioration or loss sustained by the immovable before the demand for rescission was made, unless the deterioration or loss was turned into profit for the buyer.
The seller must reimburse the buyer for the expenses of the sale and for those incurred for the improvement of the immovable, even if the improvement was made solely for the convenience of the buyer.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2600. Divisibility of action in lesion among joint sellers and successors, joinder

Art. 2600. Divisibility of action in lesion among joint sellers and successors, joinder
If more than one seller concurred in the sale of an immovable owned by them in indivision, or if each of them sold separately his share of the immovable, each seller may bring an action for lesion for his share.
Likewise, if a seller died leaving more than one successor, each successor may bring an action for lesion individually for that share of the immovable corresponding to his right.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2601. Additional terms in acceptance of offer to sell a movable

CHAPTER 13. SALES OF MOVABLES
Art. 2601. Additional terms in acceptance of offer to sell a movable
An expression of acceptance of an offer to sell a movable thing suffices to form a contract of sale if there is agreement on the thing and the price, even though the acceptance contains terms additional to, or different from, the terms of the offer, unless acceptance is made conditional on the offeror's acceptance of the additional or different terms. Where the acceptance is not so conditioned, the additional or different terms are regarded as proposals for modification and must be accepted by the offeror in order to become a part of the contract.
Between merchants, however, additional terms become part of the contract unless they alter the offer materially, or the offer expressly limits the acceptance to the terms of the offer, or the offeree is notified of the offeror's objection to the additional terms within a reasonable time, in all of which cases the additional terms do not become a part of the contract. Additional terms alter the offer materially when their nature is such that it must be presumed that the offeror would not have contracted on those terms.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2602. Contract by conduct of the parties

Art. 2602. Contract by conduct of the parties
A contract of sale of movables may be established by conduct of both parties that recognizes the existence of that contract even though the communications exchanged by them do not suffice to form a contract. In such a case the contract consists of those terms on which the communications of the parties agree, together with any applicable provisions of the suppletive law.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2603. Obligation to deliver conforming things

Art. 2603. Obligation to deliver conforming things
The seller must deliver to the buyer things that conform to the contract.
Things do not conform to the contract when they are different from those selected by the buyer or are of a kind, quality, or quantity different from the one agreed.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2605. Rejection of nonconforming things by the buyer

Art. 2605. Rejection of nonconforming things by the buyer
A buyer may reject nonconforming things within a reasonable time. The buyer must give reasonable notice to the seller to make the rejection effective. A buyer's failure to make an effective rejection within a reasonable time shall be regarded as an acceptance of the things.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2606. Buyer's acceptance of nonconforming things

Art. 2606. Buyer's acceptance of nonconforming things
A buyer who, with knowledge, accepts nonconforming things may no longer reject those things on grounds of that nonconformity, unless the acceptance was made in the reasonable belief that the nonconformity would be cured.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2607. Buyer may accept part of things delivered

Art. 2607. Buyer may accept part of things delivered
Out of a quantity of things delivered by the seller, the buyer may accept those things that conform to the contract and form a commercial unit and may reject those that do not conform. The buyer must pay at the contract rate for any things that are accepted.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2608. Merchant buyer's duty upon rejection of things

Art. 2608. Merchant buyer's duty upon rejection of things
When the seller has no agent or business office at the place of delivery, a buyer who is a merchant and has rejected the things must follow any reasonable instructions received from the seller with respect to those things. If the seller gives no such instructions, and the things rejected are perishable or susceptible of rapid decline in value, the merchant buyer must make reasonable efforts to sell those things on the seller's behalf.
In all instances of rejection, a buyer who is a merchant must handle the rejected things as a prudent administrator.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2609. Purchase of substitute things by the buyer

Art. 2609. Purchase of substitute things by the buyer
When the seller fails to render the performance required by a contract of sale of movable things, the buyer may purchase substitute things within a reasonable time and in good faith. In such a case the buyer is entitled to recover the difference between the contract price and the price of the substitute things. The buyer may recover other damages also, less the expenses saved as a result of the failure of the seller to perform.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2610. Cure of nonconformity

Art. 2610. Cure of nonconformity
Upon rejection of nonconforming things by the buyer, the seller may cure the nonconformity when the time for performance has not yet expired or when the seller had a reasonable belief that the nonconforming things would be acceptable to the buyer. In such a case the seller must give reasonable notice of his intention to cure to the buyer.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2611. Resale by the seller

Art. 2611. Resale by the seller
When the buyer fails to perform a contract of sale of movable things, the seller, within a reasonable time and in good faith, may resell those things that are still in his possession. In such a case the seller is entitled to recover the difference between the contract price and the resale price. The seller may recover also other damages, less the expenses saved as a result of the buyer's failure to perform.
Unless the things are perishable or subject to rapid decline in value, the seller must give the buyer reasonable notice of the public sale at which the things will be resold, or of his intention to resell the things at a private sale.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2612. Deposit of the things by seller

Art. 2612. Deposit of the things by seller
When the buyer neglects to take delivery of movable things that are the contractual object the seller may request court authority to put the things out of his possession and at the buyer's risk. The seller must give the buyer notice of the time at which the things will leave possession of the seller.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2613. Things in transit, ownership

Art. 2613. Things in transit, ownership
When, according to the terms of the contract, the seller sends the things to the buyer through a common carrier, the form of the bill of lading determines ownership of the things while in transit.
When the bill of lading makes the things deliverable to the buyer, or to his order, ownership of the things is thereby transferred to the buyer.
When the bill of lading makes the things deliverable to the seller, or to his agent, ownership of the things thereby remains with the seller.
When the seller or his agent remains in possession of a bill of lading that makes the things deliverable to the buyer, or to the buyer's order, the seller thereby reserves the right to retain the things against a claim of the buyer who has not performed his obligations.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2616. Things in transit, risk of loss

Art. 2616. Things in transit, risk of loss
When the contract requires the seller to ship the things through a carrier, but does not require him to deliver the things at any particular destination, the risk of loss is transferred to the buyer upon delivery of the things to the carrier, regardless of the form of the bill of lading.
When the contract of sale requires the seller to deliver the things at a particular destination, the risk of loss is transferred to the buyer when the things, while in possession of the carrier, are duly tendered to the buyer at the place of destination.
When the parties incorporate well established commercial symbols into their contract, the risk of loss is transferred in accordance with the customary understanding of such symbols.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2617. Payment against documents

Art. 2617. Payment against documents
In all cases where the parties have agreed that the seller will obtain a document showing that the things have been delivered to a carrier or a depositary the buyer must make payment against tender of that document and others as required. The seller may not tender, nor may the buyer demand, delivery of the things in lieu of the documents.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2620. Option to buy or sell

CHAPTER 14. AGREEMENTS PREPARATORY TO THE SALE
SECTION 1. OPTION
Art. 2620. Option to buy or sell
An option to buy, or an option to sell, is a contract whereby a party gives to another the right to accept an offer to sell, or to buy, a thing within a stipulated time.
An option must set forth the thing and the price, and meet the formal requirements of the sale it contemplates.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2621. Acceptance, when effective; option turns into contract to sell; rejection

Art. 2621. Acceptance, when effective; option turns into contract to sell; rejection
The acceptance or rejection of an offer contained in an option is effective when received by the grantor. Upon such an acceptance the parties are bound by a contract to sell.
Rejection of the offer contained in an option terminates the option but a counteroffer does not.
Amended by Acts 1960, No. 30, §1, eff. Jan. 1, 1961; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2622. Warranty of assignor

Art. 2622. Warranty of assignor
The assignor of an option to buy a thing warrants the existence of that option, but does not warrant that the person who granted it can be required to make a final sale.
If, upon exercise of the option, the person who granted it fails to make a final sale, the assignee has against the assignor the same rights as a buyer without warranty has against the seller.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2623. Bilateral promise of sale; contract to sell

SECTION 2. CONTRACT TO SELL
Art. 2623. Bilateral promise of sale; contract to sell
An agreement whereby one party promises to sell and the other promises to buy a thing at a later time, or upon the happening of a condition, or upon performance of some obligation by either party, is a bilateral promise of sale or contract to sell. Such an agreement gives either party the right to demand specific performance.
A contract to sell must set forth the thing and the price, and meet the formal requirements of the sale it contemplates.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2624. Deposit, earnest money

Art. 2624. Deposit, earnest money
A sum given by the buyer to the seller in connection with a contract to sell is regarded to be a deposit on account of the price, unless the parties have expressly provided otherwise.
If the parties stipulate that a sum given by the buyer to the seller is earnest money, either party may recede from the contract, but the buyer who chooses to recede must forfeit the earnest money, and the seller who so chooses must return the earnest money plus an equal amount.
When earnest money has been given and a party fails to perform for reasons other than a fortuitous event, that party will be regarded as receding from the contract.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2625. Right of first refusal

SECTION 3. RIGHT OF FIRST REFUSAL
Art. 2625. Right of first refusal
A party may agree that he will not sell a certain thing without first offering it to a certain person. The right given to the latter in such a case is a right of first refusal that may be enforced by specific performance.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2626. Terms of offered sale

Art. 2626. Terms of offered sale
The grantor of a right of first refusal may not sell to another person unless he has offered to sell the thing to the holder of the right on the same terms, or on those specified when the right was granted if the parties have so agreed.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2627. Right of first refusal, time for acceptance

SECTION 4. EFFECTS
Art. 2627. Right of first refusal, time for acceptance
Unless otherwise agreed, an offer to sell the thing to the holder of a right of first refusal must be accepted within ten days from the time it is received if the thing is movable, and within thirty days from that time if the thing is immovable.
Unless the grantor concludes a final sale, or a contract to sell, with a third person within six months, the right of first refusal subsists in the grantee who failed to exercise it when an offer was made to him.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2628. Time limitation for option and right of first refusal

Art. 2628. Time limitation for option and right of first refusal
An option or a right of first refusal that concerns an immovable thing may not be granted for a term longer than ten years. If a longer time for an option or a right of first refusal has been stipulated in a contract, that time shall be reduced to ten years. Nevertheless, if the option or right of first refusal is granted in connection with a contract that gives rise to obligations of continuous or periodic performance, an option or a right of first refusal may be granted for as long a period as required for the performance of those obligations.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995; Acts 2003, No. 1005, §1, eff. July 2, 2003.
NOTE: See Acts 2003, No. 1005, §2, relative to application.
NOTE: See Acts 2004, No. 24, §§2 and 3, relative to application.
2023 Louisiana Laws › Civil Code › Art. 2629. Effect against third persons

Art. 2629. Effect against third persons
An option, right of first refusal, or contract to sell that involves immovable property is effective against third persons only from the time the instrument that contains it is filed for registry in the parish where the immovable is located.
An option, right of first refusal, or contract to sell that involves movable property is effective against third persons who, at the time of acquisition of a conflicting right, had actual knowledge of that transaction.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2642. Assignability of rights

CHAPTER 15. ASSIGNMENT OF RIGHTS
Art. 2642. Assignability of rights
All rights may be assigned, with the exception of those pertaining to obligations that are strictly personal. The assignee is subrogated to the rights of the assignor against the debtor.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2643. Assignment effective from the time of knowledge or notice

Art. 2643. Assignment effective from the time of knowledge or notice
The assignment of a right is effective against the debtor and third persons only from the time the debtor has actual knowledge, or has been given notice of the assignment.
If a partial assignment unreasonably increases the burden of the debtor he may recover from either the assignor or the assignee a reasonable amount for the increased burden.
Acts 1984, No. 921, §1; Acts 1985, No. 97, §1; Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2644. Performance by debtor before knowledge of assignment

Art. 2644. Performance by debtor before knowledge of assignment
When the debtor, without knowledge or notice of the assignment, renders performance to the assignor, such performance extinguishes the obligation of the debtor and is effective against the assignee and third persons.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2646. Warranty of existence of debt, solvency of debtor

Art. 2646. Warranty of existence of debt, solvency of debtor
The assignor of a right warrants its existence at the time of the assignment.
The assignor does not warrant the solvency of the debtor, however, unless he has agreed to give such a warranty.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2648. Scope of warranty of debtor's solvency

Art. 2648. Scope of warranty of debtor's solvency
An assignor who warrants the solvency of the debtor warrants that solvency at the time of the assignment only and, in the absence of agreement to the contrary, does not warrant the future solvency of the debtor.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2649. Assignor's knowledge of the debtor's insolvency; effects

Art. 2649. Assignor's knowledge of the debtor's insolvency; effects
When the assignor of a right did not warrant the solvency of the debtor but knew of his insolvency, the assignee without such knowledge may obtain rescission of the contract.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2652. Sale of litigious rights

Art. 2652. Sale of litigious rights
When a litigious right is assigned, the debtor may extinguish his obligation by paying to the assignee the price the assignee paid for the assignment, with interest from the time of the assignment.
A right is litigious, for that purpose, when it is contested in a suit already filed.
Nevertheless, the debtor may not thus extinguish his obligation when the assignment has been made to a co-owner of the assigned right, or to a possessor of the thing subject to the litigious right.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2653. Assignability prohibited by contract; exceptions

Art. 2653. Assignability prohibited by contract; exceptions
A right cannot be assigned when the contract from which it arises prohibits the assignment of that right. Such a prohibition has no effect against an assignee who has no knowledge of its existence.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2654. Documents evidencing the right

Art. 2654. Documents evidencing the right
The assignor of a right must deliver to the assignee all documents in his possession that evidence the right. Nevertheless, a failure by the assignor to deliver such documents does not affect the validity of the assignment.
When a right is assigned only in part, the assignor may give the assignee an original or a copy of such documents.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2655. Giving in payment, definition

CHAPTER 16. OF THE GIVING IN PAYMENT
Art. 2655. Giving in payment, definition
Giving in payment is a contract whereby an obligor gives a thing to the obligee, who accepts it in payment of a debt.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2657. Giving in partial payment

Art. 2657. Giving in partial payment
An obligor may give a thing to the obligee in partial payment of a debt.
A giving in partial payment extinguishes the debt in the amount intended by the parties. If the parties' intent concerning the amount of the partial extinguishment cannot be ascertained, it is presumed that they intended to extinguish the debt in the amount of the fair market value of the thing given in partial payment.
Acts 1993, No. 841, §1, eff. Jan. 1, 1995.
2023 Louisiana Laws › Civil Code › Art. 2660. Exchange, definition

TITLE VIII--OF EXCHANGE
Art. 2660. Exchange, definition
Exchange is a contract whereby each party transfers to the other the ownership of a thing other than money.
Ownership of the things exchanged is transferred between the parties as soon as there is agreement on the things, even though none of the things has been delivered.
If it is the intent of the parties that the transfer of ownership will not take place until a later time, then the contract is a contract to exchange.
Acts 2010, No. 186, §1.
2023 Louisiana Laws › Civil Code › Art. 2663. Rescission for lesion in contracts of exchange

Art. 2663. Rescission for lesion in contracts of exchange
A party giving a corporeal immovable in exchange for property worth less than one half of the fair market value of the immovable given by him may claim rescission on grounds of lesion beyond moiety.
Acts 2010, No. 186, §1.
2023 Louisiana Laws › Civil Code › Art. 2668. Contract of lease defined

TITLE IX. LEASE
CHAPTER 1. GENERAL PROVISIONS
Art. 2668. Contract of lease defined
Lease is a synallagmatic contract by which one party, the lessor, binds himself to give to the other party, the lessee, the use and enjoyment of a thing for a term in exchange for a rent that the lessee binds himself to pay.
The consent of the parties as to the thing and the rent is essential but not necessari­ly sufficient for a contract of lease.
Acts 2004, No. 821, §1, eff. Jan. 1, 2005.
2023 Louisiana Laws › Civil Code › Art. 2670. Contract to lease

Art. 2670. Contract to lease
A contract to enter into a lease at a future time is enforceable by either party if there was agreement as to the thing to be leased and the rent, unless the parties understood that the contract would not be binding until reduced to writing or until its other terms were agreed upon.
Acts 2004, No. 821, §1, eff. Jan. 1, 2005.
2023 Louisiana Laws › Civil Code › Art. 2671. Types of leases

Art. 2671. Types of leases
Depending on the agreed use of the leased thing, a lease is characterized as: residential, when the thing is to be occupied as a dwelling; agricultural, when the thing is a predial estate that is to be used for agricultural purposes; mineral, when the thing is to be used for the production of minerals; commercial, when the thing is to be used for business or commercial purposes; or consumer, when the thing is a movable intended for the lessee's personal or familial use outside his trade or profession. This enumeration is not exclusive.
When the thing is leased for more than one of the above or for other purposes, the dominant or more substantial purpose determines the type of lease for purposes of regulation.
Acts 2004, No. 821, §1, eff. Jan. 1, 2005.
2023 Louisiana Laws › Civil Code › Art. 2673. The thing

CHAPTER 2. ESSENTIAL ELEMENTS
SECTION 1. THE THING
Art. 2673. The thing
All things, corporeal or incorporeal, that are susceptible of ownership may be the object of a lease, except those that cannot be used without being destroyed by that very use, or those the lease of which is prohibited by law.
Acts 2004, No. 821, §1, eff. Jan. 1, 2005.
2023 Louisiana Laws › Civil Code › Art. 2676. Agreement as to the rent

Art. 2676. Agreement as to the rent
The rent shall be fixed by the parties in a sum either certain or determinable through a method agreed by them. It may also be fixed by a third person designated by them.
If the agreed method proves unworkable or the designated third person is unwilling or unable to fix the rent, then there is no lease.
If the rent has been established and thereafter is subject to redetermination either by a designated third person or through a method agreed to by the parties, but the third person is unwilling or unable to fix the rent or the agreed method proves unworkable, the court may either fix the rent or provide a similar method in accordance with the intent of the parties.
Acts 2004, No. 821, §1, eff. Jan. 1, 2005.