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LPC Law Notes International Commercial Law Notes

Rights And Remedies Notes

Updated Rights And Remedies Notes

International Commercial Law Notes

International Commercial Law

Approximately 179 pages

A collection of the best notes for new University of Law module 'International Commercial Law' the director of Oxbridge Notes (an Oxford law graduate) could find after combing through dozens of LPC samples from outstanding students with the highest results in England and carefully evaluating each on accuracy, formatting, logical structure, spelling/grammar, conciseness and "wow-factor".

In short, these are what we believe to be the strongest set of International Commercial Law notes available...

The following is a more accessible plain text extract of the PDF sample above, taken from our International Commercial Law Notes. Due to the challenges of extracting text from PDFs, it will have odd formatting:

Rights and remedies of seller against goods
  • Unpaid seller = when whole of price not paid or when payment conditional + condition not fulfilled (SGA 38(1))

  • Rights of unpaid seller (1) right of lien; (2) right of stopping goods in transit; (3) right of re-sale (SGA 39(1))

  • ‘Unpaid Seller’ (SGA S 38)

  • Where whole of price has not been paid

  • When BoE or other conditional instrument received and condition not fulfilled, instrument dishonoured

  1. Seller’s lien on the goods:

  • SGA 41 unpaid S in possession of goods entitled to retain possession:

  1. Until paid;

  2. Where any credit period has expired or

  3. Where B has become insolvent

S43 right of lien lost if goods paid for, consigned to carrier without ROT or where B has possession of goods or by waiver of S

  1. Stoppage in transit:

  • SGA 44 & 46 S may stop goods in transit where B has become insolvent, and retain them until paid

  • SGA 46(1): stopping could either be:

  1. Taking actual possession of goods; or

  2. By giving notice of S’s claim to carrier.

  • Limited only used where B becomes insolvent; can be lost if B intercepts goods before S exercises right

  1. Re-sale by seller:

  • SGA 48(3) unpaid S can re-sell goods where:

  1. Goods are perishable

  2. S gives notice to B of intention to do so

  • Limit: S must give B notice + wait to see if B tenders price within a reasonable time

  • Unpaid S who re-sells goods passes good title (must be in possession – have lien/right to stoppage in transit)

  • Original contract rescinded; B obligations to pay discharged; however S can sue B for damages if suffers loss

Personal rights of unpaid seller
  1. Action for the price (SGA 49):

  • S can sue B for price if B has property in goods but has not paid or if price due on ‘a day certain’ (SGA 49)

  1. SGA 49(1) S can bring action only if ownership has passed (check ROT clause) + B fails / refuses to pay

  2. SGA 49(2) S has limited right to bring action for price, irrespective of whether ownership has passed, where price is payable on ‘a day certain’ and B refuses to pay

  • Thus S does not necessarily have right, depends on ownership of goods in question

  1. Non-acceptance of goods (assessment of damages SGA 50)):

  • Where B has wrongfully refused to accept or pay for goods, S can sue B for damages (SGA 50).

  • Section 50(2) mirrors first limb of Hadley v Baxendale

  • SGA 50(3) lays down basis for assessment: difference btw contract price and market / current price at time when goods ought to have been accepted or (if not fixed) at time of refusal to accept

  • Where no available market, measure of damages is contract value of goods plus direct expense caused to S

Seller who is not in possession of goods (SGA 17 & 19)
  • SGA 17 and 19 right to reserve title to goods

  • Can be done in contract by inserting ROT clause

  • Allows S to recover goods if B fails to pay or becomes insolvent

  • CISG: If B does not pay on time, S may allocate period for payment, then void contract + dispose of goods

  • PICC / PECL: either party may withhold performance, if simultaneous; if not, can terminate (7.1.3 / 9:201)

  • UCC: S may withhold delivery, stop delivery, reclaim goods, resell goods or recover damages (2:703)

  1. Incorporation of the terms

  2. Breach of contract

  3. Primary remedy of the Seller and whether worth pursuing?

  4. Availability of alternative remedy under retention of title clause

  5. For each item:

  • Who owns item and why?

  • Are Seller’s rights under ROT clause enforceable?

  • How would item be identified and can it be taken back?

  • If cannot be recovered, could money be recovered instead?

  1. Practical difficulties

  2. Could Buyer counterclaim?

  • B has right to have rble opportunity, on request, to inspect goods (SGA 34); loses right if tells S accepts goods,...

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