《民法典》第598條（出賣人主給付義務）評注

Comments on Art. 598 of the Civil Code of People's Republic of China (Seller's Typical Contractual Duties)

《民法典》第598條是出賣人主給付義務條款（請求權基礎規範），規範內容為出賣人的交付義務與所有權移轉義務。在規範意義上，出賣人交付義務不同于動產物權變動的交付要件，也不必然與移轉價金風險的交付掛鉤。交付義務具有任意性，可以合意改變或排除，或以觀念交付替代。所有權移轉義務的存在意味著買賣合同自身不產生物權變動效果，出賣人無處分權不影響買賣合同的效力。所有權移轉義務的履行須滿足物權法上的所有權移轉要件，並具備清償合意。交付義務與所有權移轉義務互相獨立，二者可能存在時間差。在債權平等的前提下，司法解釋中的多重買賣履行順序可視作意思表示解釋規則。

As the provision of the seller's typical contractual duties (legal bases of buyer's claim), Article 598 of Civil Code provides that the seller is obliged to deliver the thing to the buyer and to procure ownership of the thing for the buyer. The obligation of the seller to deliver the thing is different from the delivery requirement under the creation or transferring of the real right of a movable property, and is not necessarily related with the transfer of price risk. The obligation of the seller to deliver is arbitrary thus can be excluded or replaced by conceptual delivery if the parties reach consent. The existence of the obligation of the seller to procure ownership for the buyer shows that sales contract itself cannot automatically result in the transfer of the ownership, and that the seller's lack of right to disposal does not affect the validity of the sales contract. The performance of obligation to transfer ownership must satisfy the requirements of ownership transfer under Property Law, and there also must be mutual assent to performance. The obligations to deliver and to transfer ownership are two separate duties, and there could be a lag between the performance of these two obligations. On the premise of equality of rights in personam, the judicial interpretation rules regarding sequence of performance of the contractual duties arising from multiple sales could be treated as interpretation rules for declaration of intent.