§ 52. The seller's right to demand payment, and cancellation of the order
The seller can demand that you pay. Exception: if payment is prevented by something beyond your control — for example, a halt in payment services. If you cancel the order for specially made goods, the seller cannot simply continue the work and demand payment for all of it — unless stopping would cause significant inconvenience.
Machine-translated from Norwegian. The Norwegian text is the one that applies. Read the original in Norwegian.Norsk English العربية Polski Українська
The text of the law (unofficial translation)
(1) The seller (selger) may uphold the purchase and demand that the buyer (kjøper) pay the purchase price (kjøpesum). However, this does not apply as long as payment is prevented by a halt in transport or payment services or another circumstance beyond the buyer's control which he cannot overcome.
(2) If the buyer cancels the order (avbestilling) for goods that are to be specially made for him, the seller cannot uphold the purchase by continuing the manufacture, making other preparations for delivery (levering) and demanding payment, unless stopping would cause him significant inconvenience or a risk that he will not be compensated for losses caused by the cancellation of the order. If the seller cannot uphold the purchase, compensation (erstatning) for losses resulting from the cancellation of the order is assessed in accordance with the rules in chapter X.
(3) If the goods have not yet been delivered, the seller loses his right to demand performance (oppfyllelse) if he waits unreasonably long before making the claim.
What does this mean?
There are two main situations:
Ordinary demand for payment (first paragraph): The main rule is that the seller can demand payment. Exception: if you are prevented by circumstances beyond your control — typically:
- Payment systems are down
- Power cuts, IT outages
- Other unforeseen obstacles you cannot overcome
An ordinary "I can't afford it" is not a valid obstacle.
Cancellation of the order in a purchase of goods made to order (tilvirkningskjøp) (second paragraph): If you have ordered something that is to be made specially for you (see § 2), and you cancel the order — the seller cannot simply ignore it, continue the work, and demand full payment. He must stop.
Exception: If stopping would cause "significant inconvenience" or a risk that the seller will not get his losses covered. In that case he can finish. Example: the work is almost done, and materials have been bought and cannot be returned.
If the seller cannot continue and demand payment, he is in any case entitled to compensation for the losses the cancellation of the order caused him — under chapter X (§§ 67-70).
The seller must make the claim in time (third paragraph): If the goods have not yet been delivered, the seller loses the right to demand performance if he waits unreasonably long.
Examples
Lars runs a small company and has ordered equipment for NOK 80,000. The due date passes. Lars says "my finances are tighter now". Under § 52 (1), that is not a valid obstacle. The seller can demand payment — plus late payment interest (forsinkelsesrente) under § 71. "Difficult finances" is not an obstacle beyond his control. If, on the other hand, Lars could show that his bank's system was down for a week — that would be a relevant obstacle, but only for that week.
Anne has ordered a custom kitchen for NOK 320,000. After a month she changes her mind and cancels the order. The carpenter has spent 40 hours and bought materials for NOK 80,000, but cannot sell them to anyone else. Under § 52 (2), the carpenter cannot continue and demand full payment — it is a cancellation of the order. But he is entitled to compensation for his loss: expenses for materials + lost profit. Anne cannot simply walk away from the agreement at no cost.
Common mistakes
- As a buyer: thinking you can cancel the order for specially made work at no cost — you rarely can
- As a seller: continuing to make specially made goods after the order is cancelled and demanding the full price — this is not accepted
- As a seller: forgetting that you can lose the claim for performance by waiting
What should you do?
As a buyer:
- If you have to cancel the order for specially made work: do it in writing as quickly as possible
- Negotiate the compensation
- Be prepared to pay for work done + materials + lost profit
As a seller:
- If the order is cancelled: consider whether you can stop — that is usually the main rule
- Document all expenses and hours
- Send a claim for compensation in writing with an itemised breakdown
- § 2Purchase of goods made to order
- § 26Termination with immediate effect (heving) of a purchase of goods made to order
- § 51The seller's claims in general
- § 54Termination with immediate effect when the buyer does not pay