The obligations of the professional seller in France: a complete guide by a lawyer

Introduction

In each sales contract, the law requires professional salesman a series of essential obligations designed to protect the buyer. These obligations, provided for in articles 1602 and following of the Civil Code as well as in the Consumer Code, require the seller to deliver a compliant good, ofinform faithfully his client, and especially of The counsellor on the suitability of the product to its needs.

These duties are of particular importance for SME managers who, although experienced, are often considered to be the “weak parties” in the face of a specialized sales professional. A breach of or non-performance of these obligations may result in the nullity of the contract, damages, or even legal recourse.

What are the main obligations of a professional seller?

The obligation of compliant delivery

Article 1603 of the Civil Code states that the seller is required to deliver and guarantee the thing he is selling.
This obligation implies that the seller:

• delivers the goods agreed upon in the contract,
• make it really available to the buyer,
• ensures that the property corresponds to the contractual stipulations (model, quality, quantity, intended destination).

Concrete example: an industrial supplier sells a machine that is supposed to operate at 380 volts, but the one delivered is calibrated at 220 volts. The buyer can ask for the resolution of the sale or require the compliance.

Delivery is understood as the restoration of the thing in a condition to function for its intended purpose. A simple physical delivery is not enough: the property must be suitable for the contractually defined use.

The guarantee obligation

Two regimes coexist:

• The legal guarantee against hidden defects (articles 1641 to 1649 of the Civil Code): the seller is responsible for defects that make the thing unfit for his use, including if he was unaware of the defect.
• The guarantee of conformity (article L.217-4 and following of the Consumer Code) applicable in B2C, but also, by extension, in the event of a serious breach between professionals.

Practical example: a car seller delivers a used vehicle whose engine has an unreported structural defect — the professional buyer can invoke the guarantee against hidden defects.

The professional seller's obligation to provide information

A general obligation arising from the Civil Code

Article 1112-1 of the Civil Code requires any party, before the conclusion of a contract, to communicate any decisive information for the consent of the other, provided that the other legitimately ignores it.
The professional seller must therefore give the buyer a clear, loyal and accurate information.

Concretely:

• The essential characteristics of the product,
• The price, the delivery terms, the warranty conditions,
• The known risks of the property (dangerous use, limited lifespan, obsolescence).

The omission of decisive information can lead to Cancellation of the contract for fraudulent reluctance.

The reinforced obligation to provide information on consumption

When the sale is addressed to a consumer, articles L.111-1 and following of the Consumer Code require the professional to communicate before the contract :

• their full contact details;
• the precise description of the property;
• legal guarantees;
• the conditions of withdrawal and delivery.

These obligations also apply to sales between professionals, as long as there is a obvious information imbalance (constant case law since Cass. com., Oct. 16, 2024).

The obligation to provide advice: a reinforced duty of care

Foundations and scope

The professional seller cannot limit himself to selling. He must inquire about the needs of your client to inform him and The counselor usefully on the choice of the product. This obligation derives from article 1147 of the Civil Code and from a demanding legal framework.

Concrete example : a supplier offers an air conditioning system without verifying that the volume of the room is compatible with the power of the appliance. The installation proves to be unsuitable: the seller hires his contractual liability for lack of advice.

Proof of the fulfilment of the obligation to advise

The Court of Cassation requires the seller to prove that he informed himself about the needs of the client and that he gave the client the correct advice.
Professional salespeople must therefore preconstitute the evidence (letters, needs sheets, email exchanges).

Example of a useful clause:

“The seller declares that he has collected from the buyer all the information relating to his technical needs and to have informed him of the conditions of use of the product.”

However, this clause does not exempt the seller from his duty of care: it is only valid if the obligation has actually been fulfilled.

Focus: specific obligations according to the field of activity

Sale of vehicles

The professional seller of vehicles (new or used) is subject to increased obligations:

• information on origin, actual mileage and repairs ;
• engine and essential components warranty ;
• obligation to test and demonstrate.

For example, the Montpellier Court of Appeal (2025) condemned a dealer who did not warn the professional buyer of the expensive maintenance required for the engine delivered.

Real estate sale

The professional real estate seller must not only deliver the property but guarantee the absence of non-visible easements.
It must also provide purchasers with all the mandatory diagnostics : DPE, asbestos, lead, termites, etc.
A breach of this obligation may justify Cancelling the sale Or a price reduction.

Penalties in case of non-compliance

Failure to comply with the obligations of the professional seller exposes to severe legal consequences:

• Contract resolution : the buyer can ask for the sale to be cancelled;
• Price reduction or forced execution ;
• Damages to make amends for the harm suffered;
• Nullity of the contract in case of fraud or lack of decisive information.

Judges are particularly strict with regard to professional sellers, considering that their technical competence gives them an increased duty of loyalty and transparency.

Contractual best practices for the professional seller

In order to secure their sales, businesses must:

• Writing general terms and conditions of sale (CGV) detailed,
• Record the needs expressed by the customer and the answers provided,
• integrate a Tip sheet during the sale,
• provide for clear warranty clauses and in accordance with the law.

FAQ on professional seller obligations

What are the main obligations of a professional seller?

Deliver a compliant product, guarantee against hidden defects, inform and advise your customer.

What is the professional seller's obligation to provide advice?

It is the obligation to verify the needs of the customer and to inform him about the suitability of the product sold for the intended use.

What is the seller's obligation to provide information?

The seller must provide all essential information about the property before the sale, otherwise the contract will be void.

What about between professionals?

Even between professionals, the seller is bound by a duty to advise when there is a clear imbalance of expertise.

What are the obligations for a professional car salesman?

Inform about actual mileage, repairs, the condition of mechanical parts, and issue a legal warranty.

The importance of legal advice

Sales contract law is a regulated subject. The drafting of your contracts, your CGV and your product sheets must be carefully supervised.

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The support of a commercial law lawyer makes it possible to prevent any risk of litigation and to avoid penalties or nullities in the event of a breach.

Article written by Guillaume Leclerc, lawyer in commercial contracts and commercial litigation at