[Direct answer]In the Beijing area, it is possible to accept or refuse to accept the goods, but both choices will have corresponding legal consequences. According to Article 629 of the Civil Code of the People's Republic of China (effective January 1, 2021), if the seller delivers more goods than agreed upon, the buyer may accept or refuse to accept the excess portion. If the buyer accepts the excess portion, they shall pay the price according to the contract; if the buyer refuses to accept the excess portion, they shall notify the seller in a timely manner. If the buyer refuses to pay after accepting the goods, it constitutes a breach of contract. If the buyer fails to notify the seller in a timely manner after refusing to accept the goods, they may bear corresponding responsibilities. It is recommended to check the goods by zone when receiving them, store the excess portion separately, and inform the seller of their handling opinions in writing. For more details, please refer to the following link:Business and contract dispute resolution services for enterprises.

I. Problem Background and Typical Scenarios

Overdelivery is often seen in scenarios such as overproduction of bulk raw materials, errors in packaging specifications, suppliers rounding up shipments, and system entry errors. The most common question from buyers is "Can we just keep the extra items without paying for them?" - legally, this is not allowed: the extra items must either be paid for at the contractually agreed price or returned promptly. If the buyer refuses to pay after accepting the goods, the seller can recover the payment according to the sales contract; for erroneous deliveries that are completely outside the order, the seller can also claim restitution based on the rule of unjust enrichment. When the Beijing district court adjudicates such cases, it focuses on reviewing whether the buyer provided timely notice, whether the extra goods can still be distinguished, and whether the buyer actually used them. For bulk trade and cross-border deliveries, reference can be made to relevant legal provisions.Financial capital and cross-border services involving foreign countriesUnify the response guidelines.

II. Key points of contention

The focus of the dispute lies in four aspects. Firstly, whether the excess quantity belongs to the subject matter of the contract: if the quantity exceeds the contractual stipulation but the variety is the same, it is generally deemed as an excess delivery; if the variety is completely different, it is more likely to be a misdelivery, and the rule of unjust enrichment may apply. Secondly, the expression of acceptance: if the buyer actually uses or resells the excess goods, it is deemed as acceptance, and the buyer shall pay the agreed price. Thirdly, the obligation to notify: if the buyer refuses to accept the excess goods, he shall notify the seller in a timely manner. If he fails to notify the seller and causes the goods to be damaged, lost, or depreciated in value, he shall bear corresponding responsibilities. Fourthly, the determination of the price: the excess goods shall be paid at the contractually agreed price. If the contractually agreed price is unclear, it shall be determined in accordance with the rules such as Article 511 of the Civil Code. For those involving clause design, it can be combined with the above provisions to determine the specific rules.Special services and other case servicesDetail the contract.

III. Professional analysis by Hengluo Law Firm

Based on Hengluo's practical observations in handling disputes over sales contracts, most over-delivery disputes stem from the mindset of "accepting the goods first and dealing with the payment later": the buyer believes that they can keep the excess goods without paying for them, only to be sued by the seller for recovery of the payment and claiming damages for the loss of use of the funds. Hengluo lawyers usually recommend the following measures: First, stipulate in the contract that "the payment shall be settled based on the actual quantity received, and the buyer has the right to refuse to accept the excess goods and shall not bear the storage costs"; Second, separately stack the excess goods upon their arrival and take photos to preserve the evidence; Third, notify the seller in writing on the same day: "We have received an excess quantity of XXX goods. Please arrange for the return of the goods within a reasonable period or confirm the price"; Fourth, if it is necessary to keep the goods, formalize a written amendment with the seller regarding the price and settlement method. It is crucial not to keep the goods in silence for a long time - such behavior is usually regarded as acceptance and payment obligation in litigation. For disputes involving return freight charges and storage responsibilities, follow-up measures can be taken accordingly.Creditor-debtor relations and enforcement case servicesClarify.

IV. Practical suggestions and legal basis

The core basis is Article 629 of the Civil Code of the People's Republic of China (effective from January 1, 2021) (rules for handling over-delivery), Article 626 (payment according to the agreed amount and payment method), Article 511 (supplementary determination of unclear agreements), Article 577 (liability for breach of contract), Article 584 (scope of compensation for losses), and Article 985 (unjust enrichment). Practical suggestions: Inspect and count the goods by area on the spot; notify the seller in writing to handle the over-delivered goods; formulate supplementary pricing and make it in writing; keep the return documents and expense invoices for rejected goods; stipulate automatic return clauses for long-term suppliers to reduce disputes. For the specific clause design, you can refer to the following resources:Special services and other case servicesImprove it.

5. Henglu Law Firm's Reminder

The buyer can accept the excess goods, but cannot simply take them for free. If the buyer accepts the goods, they must pay the price as agreed in the contract; if they do not accept them, they must notify the seller in a timely manner and arrange for their proper return. Three key points need to be noted: First, the notice of refusal to accept the goods must be in writing, as verbal notifications are difficult to prove afterwards; Second, the excess goods should be stored separately, as mixing them with the buyer's own goods will make it difficult to distinguish them and increase the difficulty of providing evidence; Third, if the buyer occupies the goods for a long time without paying, they may be claimed for interest and other losses in addition to the purchase price. When handling similar cases in the Beijing area, Hengluo usually advises buyers to complete the inventory and notification at the arrival stage, so as to resolve disputes at the delivery site. If assistance is needed, please contact us.Business and contract dispute services for enterprises.

VI. Frequently Asked Questions

Q1: If the seller delivers more goods than agreed upon, and I accept them but don't pay for them, does that constitute a breach of contract?

This usually constitutes a breach of contract. According to Article 629 of the Civil Code, if the buyer accepts the excess delivered goods, he shall pay the price in accordance with the contract; if he refuses to pay after receiving them, the seller has the right to claim the purchase price and the losses caused by the delay in payment according to the sales contract. If the buyer actually uses or disposes of the excess delivered goods, he will be deemed to have agreed to accept them. Conversely, if the buyer explicitly refuses to accept them and notifies the seller in time, he does not need to pay for the excess part and only has the obligation to keep them properly and cooperate with the return of the goods. It should be noted that: the misdelivered goods that are completely outside the scope of the order may be dealt with as unjust enrichment, but the buyer cannot privately keep and occupy them. It is recommended that the buyer first express his position in writing regarding the excess delivered goods, and then decide whether to keep them or return them.

Q2: In the event of delivery disputes, what evidence should buyers and sellers prepare?

The core evidence includes: the sales contract or order (to prove the agreed quantity and price), the delivery note and the signing record (to prove the actual delivery quantity), the photos of the inventory upon arrival or the images of the goods stored by zones (to prove that the excess quantity can be distinguished), the letters or chat records notifying the seller (to prove that the seller was informed in a timely manner), the seller's response and processing instructions, the logistics documents and expense invoices for the returned goods (when the goods were rejected), and the records of use or resale (to prove that the buyer agreed to accept the goods). On the seller's side, they should keep the shipping notes, logistics signing records, and communication records of the buyer's refusal or acceptance of the goods. The more complete the evidence is, the easier it is to clarify "how to handle the excess quantity and who should be responsible for it", and to avoid conflicting interpretations of the facts.

Q3: If a lawsuit is filed due to excessive deliveries, how are the costs calculated?

The litigation fees are calculated based on the amount of the claim in accordance with the "Measures for the Payment of Litigation Fees" issued by the State Council (effective from April 1, 2007), and are accumulated in stages. The losing party shall bear the fees, and the proportionate fees shall be shared by the party who partially wins and partially loses. The subject matter of the litigation is usually the excess payment of the price or the amount of the loss. There is no uniform standard for attorneys' fees, which are negotiated based on the amount of the subject matter, on a per-case or hourly basis, and subject to the terms of the contract. It should be noted that the value of the excess goods is often limited, and the litigation costs may be close to or even exceed the amount in dispute. In this case, it is more economical to resolve the dispute through negotiation or by returning the goods. If litigation is necessary, the party may also claim that the other party bear the reasonable costs of returning the goods and storage. Before entrusting a lawyer, please clarify the charging items and stages with the law firm and rationally evaluate the input and output.

Q4: How long does it usually take to resolve delivery disputes?

Negotiating the return of the goods is the fastest way to resolve the dispute. Both parties can reach an agreement on the price supplement or the return of the goods to settle the matter, which usually takes several days to weeks. For cases entering litigation, the first-instance ordinary procedure generally concludes within six months, and the summary procedure within three months. Simple procedures are often applied to cases with less disputes. If the defendant's whereabouts are unknown and the service needs to be announced, the time limit will be extended. For appeal cases, the second-instance procedure generally takes three months. After the judgment takes effect, if the other party fails to perform, it is necessary to apply for enforcement, the duration of which depends on the status of the property. Overall, the disputes over the delivery of goods are relatively simple in fact, and the duration is mainly affected by service, evidence collection, and enforcement. The statute of limitations is three years, but it is recommended to handle the matter as soon as possible to avoid the deterioration or loss of the goods and the expansion of the dispute.

Q5: If we receive more goods delivered by the seller than what we ordered, what are the correct steps to handle this situation?

Here is the translation of the four steps suggested in Chinese into English, with detailed explanations: 1. Upon arrival, sort and count the goods by section, and separate the overdelivered items from the contracted goods, taking photos and videos as evidence. 2. On the same day, notify the seller in writing about the overdelivered items and quantities, clearly stating whether to "keep them" or "return them". For the former, confirm the price; for the latter, provide the return address and deadline. 3. Follow the seller's instructions to handle the return, retaining the logistics tracking number and signature records, and keeping the invoices for the return. Once the return is completed, settle the payment accordingly. 4. If the seller fails to respond, send a letter demanding a timely resolution and stating that the goods will be returned or deposited in accordance with the law to avoid disputes over storage and losses due to prolonged delays. Maintaining written records throughout the process is key to avoiding counterclaims.

This article is written based on the common judicial interpretation in the Beijing area. If the case occurs in other regions, it is recommended to consult local lawyers to verify the regional differences.

If you are facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the evidence materials, to avoid missing the statutory time limit. →Business and commercial legal services·Beijing Henglu Law Firm

Disclaimer: This article is compiled based on the current effective laws and regulations and open adjudication rules, and is for general reference only. It does not constitute a formal legal opinion on specific cases. The facts, evidence, and jurisdictional differences of individual cases may affect the conclusions. If you encounter disputes, please consult a practicing lawyer in time.