Sale of Goods Act 1979
Encyclopedia
The Sale of Goods Act 1979 (c 54) is an Act
Act of Parliament
An Act of Parliament is a statute enacted as primary legislation by a national or sub-national parliament. In the Republic of Ireland the term Act of the Oireachtas is used, and in the United States the term Act of Congress is used.In Commonwealth countries, the term is used both in a narrow...

 of the Parliament
Parliament
A parliament is a legislature, especially in those countries whose system of government is based on the Westminster system modeled after that of the United Kingdom. The name is derived from the French , the action of parler : a parlement is a discussion. The term came to mean a meeting at which...

 of the United Kingdom
United Kingdom
The United Kingdom of Great Britain and Northern IrelandIn the United Kingdom and Dependencies, other languages have been officially recognised as legitimate autochthonous languages under the European Charter for Regional or Minority Languages...

 which regulates English contract law
English contract law
English contract law is a body of law regulating contracts in England and Wales. With its roots in the lex mercatoria and the activism of the judiciary during the industrial revolution, it shares a heritage with countries across the Commonwealth , and the United States...

 and UK commercial law in respect of goods that are sold and bought. The Act consolidates the original Sale of Goods Act 1893
Sale of Goods Act 1893
The Sale of Goods Act 1893 was an Act of the Parliament of the United Kingdom of Great Britain and Ireland which regulated contracts in which goods are sold and bought...

 and subsequent legislation, which in turn had codified and consolidated the law. Since 1979, there have been a number of minor statutory changes and additions to the 1979 Act.

The Act applies to contracts where property
Property
Property is any physical or intangible entity that is owned by a person or jointly by a group of people or a legal entity like a corporation...

 in 'goods' is transferred or agreed to be transferred for a monetary
Money
Money is any object or record that is generally accepted as payment for goods and services and repayment of debts in a given country or socio-economic context. The main functions of money are distinguished as: a medium of exchange; a unit of account; a store of value; and, occasionally in the past,...

 consideration, in other words: where property* in personal chattels is sold. (* Note that in this context, the word "property" means "ownership").

Background

The Sale of Goods Act 1979 (c 54) is an Act of Parliament which regulates English contract law and UK commercial law in respect of goods that are sold and bought. The Act consolidates the original Sale of Goods Act 1893 and subsequent legislation, which in turn had codified and consolidated the law. Since 1979, there have been a number of minor statutory changes and additions to the 1979 Act such as making dogging legal.

The Act applies to contracts where property in 'goods' is transferred or agreed to be transferred for a monetary consideration,[2] in other words: where property* in personal chattels is sold. (* Note that in this context, the word "property" means "ownership").
  • Lex mercatoria
    Lex mercatoria
    Lex mercatoria is the body of commercial law used by merchants throughout Europe during the medieval period. It evolved similar to English common law as a system of custom and best practice, which was enforced through a system of merchant courts along the main trade routes. It functioned as the...

  • UK commercial law
  • Sale of Goods Act 1893
    Sale of Goods Act 1893
    The Sale of Goods Act 1893 was an Act of the Parliament of the United Kingdom of Great Britain and Ireland which regulated contracts in which goods are sold and bought...


Part II, contract formation

Sections 2 to 15B concern how a contract is formed, and in particular contains standardised implied terms in all contracts for sale.

Section 3(2) provides that if goods are sold and delivered to minors or those mentally incapacitated the minor will be liable to pay a reasonable price if the goods are necessaries. Necessaries are goods suitable to the persons' condition of life and actual requirements at the time of contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

ing. Under sections 6 and 7, concerning specific goods that perish, a contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 is void where they perish before and avoided where they perish after contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 formation. (See Mistake (contract law)
Mistake (contract law)
In contract law, a mistake is an erroneous belief, at contracting, that certain facts are true. It can be argued as a defence, and if raised successfully can lead to the agreement in question being found void ab initio or voidable, or alternatively an equitable remedy may be provided by the courts...

). Under section 8(2) the price is a money consideration given in exchange for property in goods. If the price, or means to ascertain a price, is not agreed, the buyer will be required to pay a reasonable price.

Breach of these terms by the seller may give rise to an action
Lawsuit
A lawsuit or "suit in law" is a civil action brought in a court of law in which a plaintiff, a party who claims to have incurred loss as a result of a defendant's actions, demands a legal or equitable remedy. The defendant is required to respond to the plaintiff's complaint...

 for damages
Damages
In law, damages is an award, typically of money, to be paid to a person as compensation for loss or injury; grammatically, it is a singular noun, not plural.- Compensatory damages :...

, and in the case of those terms which are also conditions, termination of the contract. Where the slightness of the breach renders it unreasonable for a non-consumer buyer to reject the goods, for breach of the implied terms as to description, quality or fitness or sample, then the buyer can only claim damages
Damages
In law, damages is an award, typically of money, to be paid to a person as compensation for loss or injury; grammatically, it is a singular noun, not plural.- Compensatory damages :...

 for a breach
Breach of contract
Breach of contract is a legal cause of action in which a binding agreement or bargained-for exchange is not honored by one or more of the parties to the contract by non-performance or interference with the other party's performance....

 of warranty. This amendment moderates the traditionally strict approach of English Law to contractual breach in a commercial context.

Section 12 incorporates into the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 a term that the seller either has legal title to the property
Property
Property is any physical or intangible entity that is owned by a person or jointly by a group of people or a legal entity like a corporation...

 to be sold or that he will have title at the time when property is to pass. Section 13(1) provides that where the buyer is sold goods by description, the goods must correspond with this description. Harlington v Christopher Hull held that this implied term may only be breached
Breach of contract
Breach of contract is a legal cause of action in which a binding agreement or bargained-for exchange is not honored by one or more of the parties to the contract by non-performance or interference with the other party's performance....

 if the buyer relied upon the description. Therefore if the buyer is an expert, reliance may not be established.

Section 14 states that terms are implied about quality and title and are only relevant where the seller is acting in the course of a business. There is no requirement as to the status of the buyer. The phrase "in the course of a business" has received much judicial consideration. Some judge
Judge
A judge is a person who presides over court proceedings, either alone or as part of a panel of judges. The powers, functions, method of appointment, discipline, and training of judges vary widely across different jurisdictions. The judge is supposed to conduct the trial impartially and in an open...

s have applied definitions found in other acts
Act of Parliament
An Act of Parliament is a statute enacted as primary legislation by a national or sub-national parliament. In the Republic of Ireland the term Act of the Oireachtas is used, and in the United States the term Act of Congress is used.In Commonwealth countries, the term is used both in a narrow...

, but the recent case of Stevenson v Rogers gives a wide definition to this requirement. It will encompass activity which is ancillary or loosely related to the business of a company
Company
A company is a form of business organization. It is an association or collection of individual real persons and/or other companies, who each provide some form of capital. This group has a common purpose or focus and an aim of gaining profits. This collection, group or association of persons can be...

. To use Richards' example, a bank
Bank
A bank is a financial institution that serves as a financial intermediary. The term "bank" may refer to one of several related types of entities:...

 that sells a company car
Čar
Čar is a village in the municipality of Bujanovac, Serbia. According to the 2002 census, the town has a population of 296 people.-References:...

 will be acting in the course of a business.

Satisfactory quality, s 14(2) : The quality of the goods sold must be satisfactory (prior to 1994, this provision required 'merchantable' quality; this requirement has been retained in most Commonwealth versions of the Act). The Act
Act of Parliament
An Act of Parliament is a statute enacted as primary legislation by a national or sub-national parliament. In the Republic of Ireland the term Act of the Oireachtas is used, and in the United States the term Act of Congress is used.In Commonwealth countries, the term is used both in a narrow...

 provides an objective test to determine satisfactory quality; the standard that a reasonable person would regard as satisfactory, taking into account the price, description and any other relevant factors. The courts have identified certain factors that may raise or lower the expectation of satisfaction. Second hand
Second Hand
Second Hand is the title of an album by Mark Heard, released in 1991, on Heard's own Fingerprint Records. The album was listed at #4 in the book CCM Presents: The 100 Greatest Albums in Christian Music ....

 goods, per Bernstien v. Pamson Motors Ltd., will attract a lower expectation. On the other hand goods of a reputable brand may attract a higher expectation, the judge
Judge
A judge is a person who presides over court proceedings, either alone or as part of a panel of judges. The powers, functions, method of appointment, discipline, and training of judges vary widely across different jurisdictions. The judge is supposed to conduct the trial impartially and in an open...

 in Bernstien used the example of a small ping on a Rolls-Royce
Rolls-Royce (car)
This a list of Rolls-Royce motor cars and includes vehicles produced by:*Rolls-Royce Limited *Rolls-Royce Motors , which was owned by Vickers between 1980 and 1998, and after that by Volkswagen...

 being unsatisfactory. 'Other relevant factors' may include advertising
Advertising
Advertising is a form of communication used to persuade an audience to take some action with respect to products, ideas, or services. Most commonly, the desired result is to drive consumer behavior with respect to a commercial offering, although political and ideological advertising is also common...

 in the case of consumer contracts.

Fitness for purpose, s14(3) : If the buyer expressly or impliedly makes his purpose for the goods known to the seller, the seller is obliged to make sure the goods provided are fit for that purpose, if it is reasonable for the buyer to rely on the seller's expertise. An example of the application of this provision can be found in Godley v Perry

Under section 15 where goods are bought by bulk
Bulk purchasing
Bulk purchasing is buying products in large quantities at a lower price per item, or unit price, than is available for smaller quantities. Wholesale is selling or related to selling goods in large quantities for resale to the consumer. Retailing is buying products in bulk at wholesale, and selling...

 and the buyer has tested or examined a small number of those goods, the seller is obliged to make sure that every item in the bulk
Bulk purchasing
Bulk purchasing is buying products in large quantities at a lower price per item, or unit price, than is available for smaller quantities. Wholesale is selling or related to selling goods in large quantities for resale to the consumer. Retailing is buying products in bulk at wholesale, and selling...

 corresponds with the quality of the sample tested or examined.

Part III, effects of the contract

Sections 16 to 26 concern a contract's effects, and in particular the transfer of property and title. Under section 16, property (i.e. ownership) cannot pass unless the goods are ascertained (i.e. the actual goods to be sold are identified). Section 18 provides presumptions to determine when property will pass, both for specific goods (ascertained at the time of the contract) and goods unascertained at the time of contracting. These 'rules' can be excluded by contrary implication or express agreement.
Rule 1: in an unconditional contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 for sale and delivery of specific goods in a deliverable state, property passes immediately on contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 formation.
Rule 2: where the seller is bound to perform some condition before the sale is possible, property passes when this condition is performed.
Rule 3: where the seller is bound to measure or weigh the goods to ascertain the price, property passes when this is done and the buyer is notified.
Rule 4: when goods are delivered on sale or return, or on approval, property passes when the buyer adopts the transaction (or fails to give notice of rejection within a reasonable time).
Rule 5: in a sale of unascertained goods, the property will pass following an unconditional appropriation of goods or, where the sale is from a specified bulk, following ascertainment by exhaustion (i.e. removal of all the goods in the bulk but those destined for the buyer).

Seller does not have title : If the seller does not own the goods, the buyer generally cannot gain title, although he can sue for breach
Breach of contract
Breach of contract is a legal cause of action in which a binding agreement or bargained-for exchange is not honored by one or more of the parties to the contract by non-performance or interference with the other party's performance....

 of the implied term as to title. This is subject to numerous exceptions in closely defined circumstances, for example: s.2 Factors Act 1889, ss. 21, 24, 25 SGA 1979.

Seller has voidable title : Where the seller holds voidable
Voidable
In law, a transaction or action which is voidable is valid, but may be annulled by one of the parties to the transaction. Voidable is usually used in distinction to void ab initio and unenforceable....

 title, title can pass to a buyer in good faith. If title is voided before the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 of sale is concluded, title cannot pass.

Part IV, contract performance

Sections 27 to 39 concern performance of the contract. Under section 29, concerning the place of transfer, where location is not stipulated, the buyer must collect the goods at the sellers' place of business. The seller must be prepared to deliver them to the entrance of his place of business. If the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 was concluded by a means of communication at a distance and the buyer is a consumer, this provision is disapplied and the Consumer Protection (Distance Selling) Regulations 2000
Consumer Protection (Distance Selling) Regulations 2000
The Consumer Protection Regulations 2000, SI 2000/2334, incorporates Directive into law of the United Kingdom. They apply to contracts "concluded between a supplier and a consumer under an organised distance sales or services provision scheme run by the supplier who, for the purposes of the...

 apply instead.
  • J & H Ritchie Ltd v Lloyd Ltd
    J & H Ritchie Ltd v Lloyd Ltd
    J & H Ritchie Ltd v Lloyd Ltd [2007] is an English contract law case, concerning the measure of damages for breach.-Facts:Mr Ritchie has a business on North Arkleston Farm, Paisley. He bought an all in one seed drill and harrow from Lloyd Ltd, based at Hunters Hall, Kelso...

    [2007] UKHL 9

Part V, rights of unpaid seller

Within six month
Month
A month is a unit of time, used with calendars, which was first used and invented in Mesopotamia, as a natural period related to the motion of the Moon; month and Moon are cognates. The traditional concept arose with the cycle of moon phases; such months are synodic months and last approximately...

s, beginning at the time at which the goods were delivered, the buyer can require the seller to repair the goods, reduce the price, or rescind
Rescission
In contract law, rescission has been defined as the unmaking of a contract between parties. Rescission is the unwinding of a transaction. This is done to bring the parties, as far as possible, back to the position in which they were before they entered into a contract .-In court:Rescission is an...

 (revesting property and requiring the return of any payment) the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 where the buyer successfully claims that the goods were not in accordance with the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 at the time of delivery. The seller can defeat this claim if (a) "it is established that the goods did so conform" at the time of delivery, or (b) the measure is "incompatible with the nature of the goods or the nature of the lack of conformity.

Consumer requires repair or replacement : The seller must repair or replace the goods within a reasonable amount of time, incurring all costs necessary to perform this task. This cannot be required if it is impossible or disproportionate in consideration of other available remedies.

Consumer requires reduction or rescission : This is only available where repair or replacement is impossible or the seller is taking an unreasonable amount of time to perform these requirements. Any reimbursement must take into account any use that the buyer has had out of the goods.

Part VI, Actions for contract breach

Sections 49 to 54 concern actions for breach of contract.

Part VII, supplementary

Terms from the Sale of Goods Act will not be incorporated into the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...

 where they have been expressly excluded
Exclusion clause
An exclusion clause is a term in a contract that seeks to restrict the rights of the parties to the contract.Traditionally, the district courts have sought to limit the operation of exclusion clauses...

, or express terms conflict with them. These exclusions
Exclusion clause
An exclusion clause is a term in a contract that seeks to restrict the rights of the parties to the contract.Traditionally, the district courts have sought to limit the operation of exclusion clauses...

 may be invalid under common law
Common law
Common law is law developed by judges through decisions of courts and similar tribunals rather than through legislative statutes or executive branch action...

, the Unfair Contract Terms Act 1977
Unfair Contract Terms Act 1977
The Unfair Contract Terms Act 1977 is an Act of Parliament of the United Kingdom which regulates contracts by restricting the operation and legality of some contract terms. It extends to nearly all forms of contract and one of its most important functions is limiting the applicability of...

, or in consumer cases the Unfair Terms in Consumer Contracts Regulations 1999
Unfair Terms in Consumer Contracts Regulations 1999
The Unfair Terms in Consumer Contracts Regulations 1999 is a UK statutory instrument, which implements the EU Unfair Consumer Contract Terms Directive into domestic law.Implemented under the European Communities Act 1972. See also, L95 OJ 29...

. If the term excluding
Exclusion clause
An exclusion clause is a term in a contract that seeks to restrict the rights of the parties to the contract.Traditionally, the district courts have sought to limit the operation of exclusion clauses...

 these implied terms is struck out, the implied term will be effective.

Under the Unfair Contract Terms Act 1977
Unfair Contract Terms Act 1977
The Unfair Contract Terms Act 1977 is an Act of Parliament of the United Kingdom which regulates contracts by restricting the operation and legality of some contract terms. It extends to nearly all forms of contract and one of its most important functions is limiting the applicability of...

 sections 12 to 15 become compulsory and may not be contracted out of where the buyer is a consumer.

See also

  • English contract law
    English contract law
    English contract law is a body of law regulating contracts in England and Wales. With its roots in the lex mercatoria and the activism of the judiciary during the industrial revolution, it shares a heritage with countries across the Commonwealth , and the United States...

  • UK commercial law
  • Sale of Goods Act
    Sale of Goods Act
    Sale of Goods Act is a stock short title used for legislation in the United Kingdom relating to the sale of goods.The Bill for an Act with this short title will have been known as a Sale of Goods Bill during its passage through Parliament.Sale of Goods Acts may be a generic name either for...

  • Unfair Contract Terms Act 1977
    Unfair Contract Terms Act 1977
    The Unfair Contract Terms Act 1977 is an Act of Parliament of the United Kingdom which regulates contracts by restricting the operation and legality of some contract terms. It extends to nearly all forms of contract and one of its most important functions is limiting the applicability of...

  • Unfair Terms in Consumer Contracts Regulations 1999
    Unfair Terms in Consumer Contracts Regulations 1999
    The Unfair Terms in Consumer Contracts Regulations 1999 is a UK statutory instrument, which implements the EU Unfair Consumer Contract Terms Directive into domestic law.Implemented under the European Communities Act 1972. See also, L95 OJ 29...

The source of this article is wikipedia, the free encyclopedia.  The text of this article is licensed under the GFDL.
 
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