Article 362 of the Saudi Civil Transactions Law
المادة 362 من نظام المعاملات المدنية · الفصل الثاني: عقد المقايضة
Each party to an exchange is treated as the seller of what he gave and the buyer of what he took in return.
Official text (Arabic)
This article has not been amended since the law was issued.
يعدّ كل من المتقايضين بائعًا لما قايض به ومشتريًا لما قايض عليه.
This is the official Arabic wording, the only legally binding version. We do not translate the law itself; the explanation below is ours. Official source: Bureau of Experts at the Council of Ministers
Article 362 explained in plain English
After Article 361 defined exchange as an exchange of property for property by way of transfer of ownership where neither is cash, this article sets the legal position of each party in this contract.
Each of the parties to the exchange has two capacities at the same time:
- Seller of what he exchanged: that is, of the thing he gave to the other party.
- Buyer of what he received in exchange: that is, of the thing he took in return.
The practical result is that each party is regarded, as to what he gives, as a seller, and as to what he takes, as a buyer; there is no party in an exchange who is only the seller and another who is only the buyer.
This article does not list the specific obligations of the seller and buyer; it only determines the capacity of each party, while the details of the rights and obligations of the seller and buyer are known from the rules the Law sets for them.
Article 363 provides that adding a sum of cash to one of the considerations to make up a difference in value does not take the contract out of being an exchange except in a specific case.
To determine the rights that follow in a particular dispute over an exchange, it is advisable to consult a lawyer specialized in civil cases.
Practical example
Fahad and Saad in Riyadh swapped two electronic devices without paying any money. Fahad is treated as the seller of the device he gave to Saad and the buyer of the device he took from him, and the reverse is true for Saad, so each is regarded in both capacities together.
Translated from our Arabic explanation with machine assistance. For guidance only; it does not replace advice from a lawyer on your situation.
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Frequently asked questions about Article 362 of the Saudi Civil Transactions Law
What is the capacity of the parties to an exchange contract?
Each is treated as the seller of what he exchanged and the buyer of what he received in exchange.
Is there one seller and one buyer in an exchange?
No. Each party is the seller of what he gave and the buyer of what he took at the same time.
Does paying a cash difference change the nature of the contract?
Article 363 provides that adding cash to make up a difference in value does not take the contract out of exchange, unless the consideration is of less value than the cash added, in which case it becomes a sale.
More articles on Sale Contract
- Article 23
The article defines consumable things as those whose use, according to what they are prepared for, is limited to consuming or spending them, and treats everything prepared in stores for sale as consumable.
الأشياء القابلة للاستهلاك هي التي ينحصر استعمالها -بحسب ما أُعدّت له- في استهلاكها أو إنفاقها، ويعد قابلًا للاستهلاك كل ما أعد في المتاجر للبيع.
- Article 44
Paying earnest money gives only the payer the right to withdraw from the contract without recovering it, unless otherwise agreed; the court sets the withdrawal period if the parties have not.
1- دفع العربون عند إبرام العقد يفيد أن لدافع العربون وحده الحق في العدول عن العقد، وليس له إذا عدل أن يسترد مبلغ العربون، وذلك كله ما لم يتفق على خلافه. 2- إذا
- Article 109
The article provides that exchange contracts are concluded on the basis that the subject matter is free of defects except what custom tolerates, and that an intolerable defect is a breach of the obligation.
تُعدُّ عقود المعاوضات منعقدةً على أساس سلامة محل العقد من العيوب إلا ما جرى العرف على التسامح فيه، فإذا تبيَّن في المحل عيبٌ لم يجر العرف على التسامح فيه؛ عُدَّ
- Article 165
The article provides that a right to a thing specified by kind attaches to a particular item only once it is set apart, and lets the creditor, on non-performance, obtain a like item at the debtor's expense.
1- إذا تعلق الحق بشيء معين بالنوع لا بالذات، فإنه لا يختص بشيء بذاته من ذلك النوع إلا بإفرازه. 2- إذا لم يقم المدين بتنفيذ التزامه جاز للدائن أن يحصل على شيء من
- Article 166
The article places the risk of destruction or damage on the debtor who failed to deliver, in two cases: transfer of a real right and an obligation to perform work involving delivery, each on different conditions.
1- الالتزام بنقل حق عيني يتضمن الالتزام بتسليم الشيء والمحافظة عليه حتى تسليمه، فإذا لم يقم المدين بتسليمه حتى هلك أو تلف كانت تبعة ذلك عليه. 2- إذا كان محل الا
- Article 307
Article 307 defines sale as a contract under which the seller transfers ownership of the item sold to the buyer for a cash price.
البيع عقد يُمَلِّكُ بمقتضاه البائع المبيع للمشتري مقابل ثمنٍ نقدي.
The texts are reproduced from the official website of the Bureau of Experts at the Council of Ministers for reference; where they differ, the officially published Arabic text prevails. This content is not legal advice.