Milewska Legal

Contractual and statutory warranty – similarities and differences

8 July 2021

Not everyone knows that Polish system differentiates between contractual warranty and statutory warranty. They are two diverse instruments, yet used in relatively similar situations. Even less people are aware of the exact differences between them. What are the differences and what are the similarities between contractual and statutory warranty?

Statutory warranty – basic information

Statutory warranty is an entitlement originating directly from the Polish Civil Code and is entirely regulated therein. It is effective from the moment of execution of a contract with which it correlates (in this case – sale of goods or contract of specific work). It defines the set of entitlements of a buyer (or the contracting party) in the event that the goods are defective –are deficient, not working or the person selling them is not the owner thereof.

What is worth pointing out, waiver of a statutory warranty is prohibited in B2C (Business-to-Consumer) relationships. However, such limitation is not effective in B2B (Business-to-Business) relationships – entrepreneurs are free to restrict or waive the statutory warranty. 1st January 2021 is the day on which new entitlement came into force – from that day onward, any entrepreneur is able to exercise privileges specific for consumers, if they enter into a contract that is only indirectly connected with the type of their business activity (according to the assigned classification in CEIDG), and an invoice is issued as a result of such contract.

Statutory warranty is directly connected with a existence of a defect in purchased (or commissioned) goods – notwithstanding whether it is a defect of quality or defect of title.

A defect of quality can be defined as a situation when purchased or commissioned goods do not have certain properties (either specific to their type or specific to assurances of a vendor), are not suitable for a purpose in which they were bought (and a vendor had been notified about such purpose and has not objected) or are deficient.

A defect of title is basically equal to an encumbrance – a third person’s right to the goods – but can be deemed a defect only when the buyer has not known about such right (e.g. when the vendor is not the owner of the goods they sell).

The statutory warranty is connected with extensive privileges of the buyer – such as a request for a reduction of the price of the goods, termination of the contract, exchange for goods free of defects or repair of the goods. However, former two of aforementioned entitlements (i.e. the reduction and the termination) do not apply in the event that the vendor repairs or exchanges the defective goods immediately and without excessive insufficiency. The concept of immediacy in this context is somewhat problematic – no definition exists, so it can be interpreted differently in every case. Condition of reluctance of the vendor does not apply in the situation when the goods were replaced or repaired before. In such a case the buyer is always entitled to terminate the contract or to request for a reduction of the price of the goods.

Contractual warranty – basic information

As opposed to statutory warranty, contractual warranty is not effective by the law itself. It has to be granted to be effective – despite its form (i.e. written form, through an advert). Provisions regulating contractual warranty do not impose any specific obligations of the guarantor (understood as the person granting the warranty), but suggest how they might look like. What is worth mentioning, contractual warranties can differ among each other, so to determine a scope of such a warranty, the warranty document should be checked by the guarantee. What is also important, the contractual warranty is usually granted by the producer, not by the vendor. So there are many cases in which the vendor is liable under provisions regulating statutory warranty, and the guarantor is liable under contractual warranty. The consumer is, so to speak, doubly protected.

It is usually assumed that in the event of defect of quality, the contractual warranty obliges the guarantor to remove such a defect or to deliver goods free from such defect. That is, obviously, if such a defect manifests within the period of the contractual warranty.

Generally, the contractual warranty is connected with defects of quality that exist in the goods and manifest within the period of a contractual warranty.

What is also worth mentioning – the contractual warranty is voluntary. Even though its presence is somewhat of a standard, there is no obligation to grant it. It is always the good will of the guarantor.

Statutory and contractual warranty – detailed information

Both the statutory warranty and the contractual warranty are entitlements of the buyer, which are directly connected to a defect existing in purchased goods. Differences between these two instruments are slight, but have significant impact. Additionally, there is no possibility to exercise rights resulting from the contractual and the statutory warranty at the same time. Choice of a instrument best suited to fulfil needs of an individual requires careful consideration.

Matters worth considering while deciding over which instrument to use has been included in the table below:

Statutory warranty Contractual warranty
Leal basis Polish Civil Code; does not require any documents Warranty statement
Type of defect Defects of quality, defects of title Defects of quality
Term 2 years after issuance of the goods Set out in the warranty statement; if not – 2 years
Resulting privileges
  • request for a reduction of the price
  • termination of the contract

Abovementioned are appliable only if the vendor does not exchange or repair the goods immediately

  • exchange for goods free of defects y
  • repair of the goods
Set out in the warranty statement; in case of doubt:

  • exchange for goods free of defects
  • repair of the goods

 

Aleksandra Kostrzewa

paralegal

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