#15496 - Sga 1979 Consolidation Table - International Commercial Law

S. 2

CONTRACT OF SALE

• Defines contract for sale of goods

• S2 (1) – a contract whereby S transfer or agrees to transfer title in goods to B for money consideration, called PRICE

S. 5

EXISTING & FUTURE GOODS

• Present/ existing/specific goods owned or possessed by S (identified + agreed)

• Future goods to be manufactured or acquired by S after contract made

S. 7

PERISHED GOODS

• Where agreement is to sell specific goods + subsequently goods perish, without fault of either party + before RISK passes to B, agreement is avoided

• S8(1) – can be fixed by contract, or left to be fixed in a manner agreed in contract

• S8(2) – if not fixed, B pays ‘reasonable price’

• S8(3) – ‘reasonable price depends on circumstances of each case

S. 10

TIME

• 10(2) – time NOT of the essence unless parties agree to the contrary

• 10(2) – parties can agree whether time of the essence wrt any other term under contract

S. 13

DESCRIPTION

implied term

• S13(1) - implied term that goods sold should comply with their descriptions

• Applies to websites, catalogues, brochures, ads

• B must know of and have relief on description

• Will not apply if B relied on own skill and judgement

• Does not exclude B’s right to inspect

• S13 is a condition; breach may also amount to misrepresentation

• International provisions: p. 81

S. 15

SALE BY SAMPLE

Implied term

• S15(2) – in case of sale by sample, implied term that:

1. The bulk will correspond with sample in quality

3. Goods will be free from any defect, making quality unsatisfactory

• Sale by sample normally also sale by description

• S15(2) is a condition

• International provisions, p. 84

S. 16

ASCERTAINED

• Unascertained goods no title passes to the buyer unless and until the goods are ascertained. (Go to s.18, Rule 5, for unascertained goods)

S. 18

RULES FOR ASCERTAINING INTENTION

Default Term

(Where the parties have failed to make provision for the passing of ownership s.18 is default provision to determine transfer of ownership)

• Intention to pass title:

Rule 1:

• Unconditional contract for the sale of specific goods in a Deliverable state the title passes to B when the contract is made (point of acceptance).

Rule 2:

• Sale of specific goods and S is bound to do something to the goods in order to put them in a Deliverable state, title does not pass until the thing is done and B is given notice of this.

Rule 3:

• Sale of goods in a Deliverable state and S is bound to weigh, measure, test or do some other act for the purpose of ascertaining the PRICE, title does not pass until the act/ thing is done and B has notice of this.

Rule 4:

• When goods are Delivered to B on approval or on sale or return or other similar terms, title passes to B when:

1. He signifies his approval or acceptance to S or does any act adopting the transaction;

2. If he does not signify his approval/ acceptance to the S but retains the goods without giving notice of rejection, then, if a time has been fixed for the return of the goods, on the expiration of that time, and, if no time has been fixed, on the expiration of a reasonable time. ]

Rule 5:

• See SGA

S. 28

Delivery + Payment = Concurrent obligations

• Unless otherwise agreed, Delivery of the goods and Payment of the PRICE are concurrent conditions (will happen at same time).

S. 30

DELIVERY OF WRONG QUANTITY

Implied term

• S30 (1): B may reject the goods if the quantity is less than the contract quantity. However, if it accepts them, it must Pay them at contract rate.

• S30 (2): If S Delivers a quantity greater than the contracted quantity, B may accept the contract quantity and reject the rest, or may reject the whole.

• S30 (3): if B accepts the whole quantity, it must Pay the excess quantity at the contractual rate.

• S30 (2A): If variation from the contract quantity is slight then B may not reject the goods, unless the B is a consumer.

S. 32

DELIVERY TO CARRIER

• S32 (1): Where S is authorised or required to send the goods to B, transfer of possession to the carrier constitutes Delivery.

• Goods are at B’s RISK from the point at which they are in the carrier’s possession.

S. 34

B’s RIGHT TO EXAMINE GOODS

• B has right to a reasonable opportunity to examine the goods for the purpose of ascertaining whether or not they comply with the contract (unless otherwise agreed).

S. 35A

RIGHT OF PARTIAL REJECTION

• S35A (1): if B:

1. Has right to reject goods by a breach of the S that affects all or some of them; but

2. Accepts some of the goods, including, where there are any goods unaffected by the breach, all such goods.

• He does not by accepting them lose his right to reject the rest.