Short answer. Usually yes. If you have not previously examined the goods, you are not treated as having accepted them until you have had a reasonable opportunity to check whether they conform to the contract. The seller must give you that chance on request, unless you agreed otherwise.
What the law says
Where goods are delivered to the buyer, which he has not previously examined, he is not deemed to have accepted them unless and until he has had a reasonable opportunity of examining them for the purpose of ascertaining whether they are in conformity with the contract if there is no stipulation to the contrary.
Civil Code, Article 1584 — Buyer's Right to Examine the Goods. Read the full provision →
Delivery is not acceptance
The distinction that carries this whole article is between delivery and acceptance. Goods arriving at your door does not, by itself, make them yours to keep and pay for. Until you have had a reasonable opportunity to examine them, the law does not treat you as having accepted. The purpose of the examination is defined and limited: to ascertain whether they are in conformity with the contract. That means checking quantity, description, specification and condition against what was agreed — not deciding whether you still want them. And the seller is bound, on request, to afford that opportunity when he tenders delivery.
What counts as reasonable
The article does not fix a period, because a reasonable opportunity for a truckload of steel is not the same as for a crate of fruit. What is reasonable is measured by the nature of the goods, the quantity, the place of delivery and the trade practice. Perishables must be checked at once. Machinery may require a test run to reveal non-conformity. Bulk deliveries may need sampling. The safest posture is to inspect promptly, in the presence of the delivery representative where possible, and to record what you find on the delivery receipt itself rather than in a message sent days later.
Two ways the right disappears
First, agreement. The protection applies "if there is no stipulation to the contrary" and the seller's duty to afford examination applies "unless otherwise agreed." A supply contract or a purchase order can validly cut it down — which is why the fine print on standard terms is worth reading before signing, not after. Second, collect on delivery. Where goods go through a carrier on terms that they are not released until the price is paid, whether marked "collect on delivery" or otherwise, the buyer is not entitled to examine before paying, unless an agreement or a usage of trade permits it. Prior examination also removes the protection.
If the goods do not conform
Say so immediately and in writing, identifying precisely what is wrong, and keep the goods available rather than using or reselling them — dealing with the goods as your own is the surest way to be treated as having accepted them. Photograph the shipment, keep the packaging and the delivery documents, and note who was present. Bear in mind that acceptance does not always end every remedy, since warranties against hidden defects operate separately and on their own timetables. Whether a particular delay or a particular contract term defeats your position depends on the documents; this is general information, not advice.
Cases citing this provision
These Supreme Court decisions cite the provision above. We list them so you can read them yourself; the summaries of what each decided are not ours to give.
- Gregorio Fule vs. Court of Appeals, et al, G.R. No. 112212, March 2, 1998 — read the decision on LawPhil →