Libro III · Título Primero Capítulo XI. De la factura cambiaria

The bill of exchange invoice is the negotiable instrument that, in the sale of merchandise, the seller may draw and deliver or remit to the buyer and that incorporates a credit right over the totality or the unpaid part of the sale.

The buyer shall be obliged to return to the seller, duly accepted, the original bill of exchange invoice under the conditions of this chapter.

No bill of exchange invoice may be drawn that does not correspond to an effective sale of merchandise delivered, really or symbolically.

Those sales documented with bills of exchange, promissory notes or other negotiable instruments are excepted from the regime provided here.

Once the bill of exchange invoice has been accepted by the buyer, it shall be considered, before third parties in good faith, that the sale contract has been duly executed in the form set forth in it.

In addition to the requirements established by article 386, the bill of exchange invoice shall contain:

1º.The order number of the instrument drawn.

2º.The name and domicile of the buyer.

3º.The denomination and principal characteristics of the merchandise sold.

4º.The unit price and the total price of the same.

The omission of any of the requirements of the preceding items shall not affect the validity of the legal transaction that gave rise to the bill of exchange invoice, but the latter shall lose its quality as a negotiable instrument.

When payment is to be made in installments, the invoice must contain, in addition to the requirements set out in the previous article:

1º.The number of installments.

2º.The due date thereof.

3º.The amount of each one.

Partial payments shall be recorded on the same invoice, indicating also the date on which they were made. If the interested party so requests, a separate record may be issued to him.

The invoice may be sent by the seller to the buyer, directly, or through a bank or a third person.

If intermediaries are used, they must present the invoice to the buyer for acceptance and return it, once signed by him, or keep it in their possession until the time of presentation for payment, according to the instructions they receive from the seller.

If the invoice does not accompany the merchandise or documents representing it, it must be sent by the seller within a term no greater than three days from its issuance, which may never exceed forty-eight hours from the delivery or dispatch of the merchandise, whichever is first.

If the seller sends the negotiable invoice by mail, he must do so by registered mail with return receipt, which shall state:

1º.That the shipment contains invoices.

2º.That the return receipt must be returned by air mail.

If the seller sends the invoice by another means and the buyer does not accept it immediately, the latter is obliged to sign in the same act a receipt that the seller will use as proof of delivery of the negotiable invoice.

The buyer must return the negotiable invoice to the seller, duly accepted:

1º.Within a time limit of five days counted from the date of its receipt, if the transaction is executed in the same place.

2º.Within a term of fifteen days counted from the date of its receipt, if the transaction is executed in a different place.

The buyer may refuse to accept the invoice:

1º.In case of damage, loss or non-receipt of the merchandise, when it is not transported at his account and risk.

2º.If there are defects or vices in the quantity or quality of the merchandise.

3º.If it does not contain the agreed legal transaction.

4º.For omission of any of the requirements that give the negotiable invoice its quality as a negotiable instrument.

The negotiable invoice may be protested for lack of acceptance or for lack of payment.

The non-return of the negotiable invoice shall be understood as lack of acceptance.

The protest for lack of acceptance must be drawn up within the two business days following the expiration of the time limit stipulated in article 599 of this Code.

The protest for lack of acceptance must be drawn up on the invoice itself or on a sheet attached to it, accompanied by the postal return receipt or any other document proving its delivery to the buyer or its return by the latter.

In the absence of the invoice, the protest shall be drawn up by declaration of the protesting party or upon sight of a copy of the invoice dated and signed by the seller, provided that it attaches the return receipt or any other document proving that the original invoice was sent to the buyer.

Merchants must keep in order, for a term of five years, the negotiable invoices they have issued or copies thereof.