| Article 111 of the Contract Law clearly stipulates that the injured party can claim a price reduction when the quality does not meet the agreement,and establishes the right of the injured party to reduce the price,but it does not specify the specific issues applicable to the reduction.Article 23 of the Judicial Interpretation of the Sales Contract also only stipulates the calculation standard of the mark-down amount,but does not stipulate other matters,which leads to many differences between theory and practice.In view of this,this article starts with the current legal regulations,the status of judicial decisions and the experience of extraterritorial legislation,clarifies the problems in the application of price reductions one by one,and makes recommendations for the construction of a price reduction system.This essay mainly includes five parts:The first part mainly introduces the controversial problems in the application of price reduction from the summary of the status quo of legislation and the summary of disputes in practical cases.Article 23 of the Judicial Interpretation of the Sales Contract specifically stipulates the calculation of the mark-down amount,but the calculation standard has not been widely recognized,and other issues in the application of the price reduction have not been specified.The generalization of legislation has led to many differences in practice.This article sorts out typical cases and summarizes the issues:first,the nature of the price reduction;second,the application order of the price reduction;third,the relationship between the price reduction and damage compensation;fourth,the calculation standard of the mark-down amount.By summarizing the issues,the main problems of this article are brought out.The second part mainly discusses the nature of the price reduction.Whether the price reduction is the right of claim or the right of formation has been an endless debate in the academic world.This article analyzes and reviews the two theories,and points out the advantages and disadvantages of the existing research in combination with the current status of foreign research.At the same time,the relationship between the liability for breach of contract and the liability for defect guarantee is explained to demonstrate the nature of the price reduction.This article argues that China does not have the institutional basis for a "one dissolution" in German law.The price reduction is not a substitute for the right to cancel,but an adjustment to the contract price on the basis of maintaining the contract,which is a change in the content of the contract,so it should not be regarded as a right of formation.At the same time,under the provisions of the current laws of our country,the liability for defective guarantee has been consolidated by the liability for breach of contract,so price reduction is not an independent liability for defective guarantee.The third part mainly discusses the applicable conditions of the price reduction.First,clarify the prerequisites for the price reduction.The law only stipulates that the price reduction can be applied when the quality does not meet the agreement,but it is not stated whether the price reduction can be applied in other defective performance situations.In this regard,this article makes it clear through the interpretation of the current regulations and the examination of future legislative trends.Secondly,it is clear whether the application of price reduction should be restricted by the order.Through the analysis of two theoretical viewpoints and related cases,this article believes that from the perspective of interest measurement,the interests of the injured party should take precedence over the breaching party,the injured party should be allowed to choose the remedy.According to Article 111 of the Contract Law,the injured party shall reasonably select a relief measure based on the nature of the contract subject and the size of the loss,without being subject to the restriction of the applicable order.In practice,most of them do not restrict the parties’ choice from the point of view of order restriction,but rely on whether the request of the injured party is "reasonable" as the basis for adjudication.Therefore,the application of the price reduction is not restricted by the order,but should be restricted by "reasonable choice".The fourth part mainly discusses the relationship between price reduction and other relief methods.In this regard,this article explains the current legal provisions,at the same time evaluates the differences between theory and practice,and draws on foreign experience to clarify.This article considers that the reduction of price and the rescission of the contract are relief methods with completely opposite legal effects,only one of them can be applied.There is no applicable sequence of price reduction,repair,replacement,and rework.The injured party only needs to make a reasonable choice based on the nature of the target and the size of the loss,and choose one to apply.There is also no applicable sequence for the price reduction and the "three guarantees" liability.The injured party can make independent choices and choose one to apply.The role of price reduction and damage compensation is not the same.The purpose of price reduction is to discuss prices on the basis of quality,to meet the requirements of equivalent exchanges,and to balance the interests of both parties.The purpose of damage compensation is to make up for losses,so the two cannot be replaced by each other.In addition,according to Article 97,Article 112 and Article 280 of the Contract Law,if the injured party still has losses after the breaching party takes remedial measures or performs its obligations,it may claim compensation.Therefore,the price reduction and damage compensation can be used together.The fifth part mainly discusses the calculation standard of the mark-down amount.The calculation standard provided by judicial interpretations have not been uniformly applied in practice,and the academic circles have also questioned.This issue is clarified by the analysis of theoretical viewpoints,the reference of extraterritorial calculation standards and the analysis of typical cases.This article believes that although the standard of the difference theory is simple and easy to implement,it lacks accuracy,and the standard of proportionality theory should be adopted.The time point for determining value cannot adopt a single standard,but should be selected according to the specific circumstances of the case.At the same time,if the target of the contract cannot be determined or it is extremely difficult to determine the reference value,the court can determine the mark-down amount by considering factors such as the nature of the target,the size of the loss,and the degree of fault between the parties. |
