This chapter considers the effect on the parties’ contract of sale in the event that the goods perish. Before doing so, it considers briefly the position of non-existent goods. It might be considered sensible to think that where the seller sells specific goods, a condition would be implied that the goods existed at the time of the making of the contract and that the seller would be liable to the buyer if he sold goods that did not exist. The seller, after all, does warrant that he or she has the right to sell the goods and, where he or she sells the goods in the course of a business, also warrants that they are of satisfactory quality and fit for purpose. However, such a seller is generally not liable.
Chapter
13. Perishing of goods
Chapter
16. The remedies of the seller
This chapter considers the remedies available to a seller if the buyer fails to pay for the goods pursuant to a contract of sale. It should be noted at the outset that the term ‘seller’ also includes ‘any person who is in the position of a seller, such as an agent of the seller to whom a bill of lading has been indorsed, or a consignor or agent who has himself paid (or is directly responsible for) the price’. This is of particular assistance to an agent who, having paid the price to the seller with the intention of recovering the money from the buyer, will have the same protection afforded to unpaid sellers as if he or she were the seller directly.
Chapter
17. The remedies of the buyer
This chapter sets out the remedies available to the buyer under a contract of sale. Before the Sale and Supply of Goods to Consumers Regulations 2002, these remedies comprised damages for non-delivery of the contract goods, specific performance, and damages for breach of warranty. In cases of breach of condition, the buyer generally has the right to reject the goods and repudiate the contract. Since implementation of the 2002 Regulations, a buyer who deals as consumer has additional remedies of repair, replacement, reduction in price, or rescission. These additional consumer remedies are discussed after a consideration of the remedies that are available to all buyers, including consumers, beginning with those remedies granted to a buyer where the seller fails to deliver the goods, or fails to deliver on time. Certain consumer contracts entered into after 1 October 2015 are governed by the Consumer Rights Act 2015, which is also discussed.
Chapter
8. Introduction and definitions
D Fox, RJC Munday, B Soyer, AM Tettenborn, and PG Turner
This chapter serves as an introduction to the English law governing sale of goods, along with relevant definitions. It introduces the common law of sale of goods and its subsequent codification by the Sale of Goods Act 1893, later consolidated in 1979 and which (following further minor amendments) is now the principal source of the law. It also considers some key definitions relating to sale of goods, before discussing the nature of a sale and how it differs from related transactions such as barter or exchange, bailment, agency, and hire-purchase.
Chapter
12. Performance of the contract
D Fox, RJC Munday, B Soyer, AM Tettenborn, and PG Turner
This chapter considers the duties of the seller to give a good title to the goods he sells and physically to deliver those goods to the buyer in accordance with the terms of the contract of sale. The chapter also examines the provisions of the Sale of Goods Act 1979 relevant to the sale of a limited title and the implied warranties as to freedom from encumbrances and quiet possession. Finally, it describes the statutory duties of the buyer to take delivery, to accept the goods, and to pay the price.
Chapter
13. Remedies of the seller
D Fox, RJC Munday, B Soyer, AM Tettenborn, and PG Turner
This chapter focuses on the remedies of the seller where the goods are not accepted or paid for by the buyer. The subjects covered in the chapter include both money claims against the buyer, notably for the price or for damages for breach of contract, and claims against the goods or their proceeds in order to provide security where the buyer has failed to pay (eg lien, stoppage in transit, and resale). Reservation of title is also dealt with. There is also a brief mention of the remedy of specific performance.
Chapter
16. Risk, frustration and mistake
This chapter presents the key concepts of risk, frustration, and mistake in line with the ownership or possession of property. It starts with the notion of risk by acknowledging that any commercial operation involves risk, but risks can be allocated between parties by the terms of the contract. Additionally, a contract of sale can be affected by mistake or frustration in the same way as any other contract. The Sale of Goods Act 1979 (SGA) provides provisions to deal with mistakes and frustrations in several circumstances. The chapter also considers the Consumer Rights Act 2015 (CRA 2015), which altered and simplified the position of consumer buyers of goods.
Chapter
9. The contract of sale and the classification of transactions
This chapter discusses the contract of sale and the classification of transactions. It highlights the importance of understanding the differences between the different types of supply contracts. Different arrangements of ownership and possession of goods may offer the parties a range of advantages and their popularity may vary from time to time according to changes in several factors like commercial practice and economic circumstances. The Consumer Rights Act 2015 (CRA) provides a distinct legislative regime for consumer protection that ranges around sales and other supply contracts. The chapter then details how different transactions are classified, which includes hire purchase, conditional sale, and computer software.
