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Sale of Goods Flashcards

This deck covers topics retaining to the Sale of Goods Act 1979 and the Consumer Rights Act 2015 (75 cards)

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1
Q

What is a contract of sale under the Sale of Goods Act 1979?

A

Section 2(1) SOFA: Where the seller transfers or agrees to transfer the goods to the buyer for a monetary consideration

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2
Q

What is a contract of sale under the Consumers Right Act 2015?

A

Section 5(1): Trader agrees to transfer or transfers ownership in goods to the consumer and they pay or agree to pay the price.

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3
Q

What is a trader?

A

CRA s.2: ‘Trader’ is a person acting for purposes relating to that person’s trade or business, even if acting personally or through another person.

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4
Q

What is a consumer?

A

CRA s.5: ‘consumer’ is an individual acting wholly or mainly outside their trade, craft or profession.

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5
Q

When does the Consumer Rights Act 2015 apply?

A

To consumer transactions only.

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6
Q

What provisions in the Sale of Goods Act 1979 can take effect under a consumer agreement?

A

Sections 1-10: Contract Formalities
Sections 16-10, 20A & B: Passing of Property
Section 29: Delivery Rules
Section 34: Examining the Goods
Section 37: Buyer Liability
Sections 49-50: Seller’s Remedies
Section 57: Auction Sales
Sections 60-67: Rights Enforceable by Action

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7
Q

What act regulates digital content?

A

Consumer Rights Act 2015 section 2(9)

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8
Q

What is the difference between a contract and an agreement to sell?

A

An agreement to sell will often have conditions attached to the sale, whereas a contract of sale takes effect upon execution.

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9
Q

What does sections 8 & 9 reveal about price in SOGA?

A

S.8 demonstrates that price is fixed by contract, or can be determined by the course of dealings of the parties. Where this is not available, the buyer must pay a ‘reasonable price’.

S.9: Where price is ascertained by 3rd party and they don’t make the valuation, the agreement is avoided. Except if any goods have been delivered and appropriated, then the buyer must pay a reasonable price for them.

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10
Q

What are considered goods under the Sale of Goods Act 1979?

A

Corporeal moveable’s except money.

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11
Q

What is the exception to the operation of SOGA?

A

Section 62: any transaction for a contract that is for any type of security.

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12
Q

What are the different types of goods?

A

Future Goods
Specific Goods
Ascertained Goods
Unascertained Goods

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13
Q

What are the 3 categories of unascertained goods?

A
  1. Those not manufactured yet.
  2. Those sold in bulk.
  3. Those sold by general description
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14
Q

When are goods categorised? What implication does this have?

A

Goods are characterised at the point the contract was formed, this means that goods that are initially ascertained will always remain so even though they subsequently become ascertained.

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15
Q

In Scotland, when is breach of an implied term actionable?

A

When it is a material breach.

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16
Q

What does s.14 tell us about the implied terms as to quality and fitness generally?

A

That when goods are sold in the course of business, the goods must be of satisfactory quality.

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17
Q

What did St Albans City and District Council v International Computers Ltd establish in terms of software as goods?

A

[obiter dicta] that while a disk is a good, the programme inside is not, however if there is an issue with the disk itself then there could be an action for breach under SOGA.

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18
Q

What section deals with the types of goods?

A

Sale of Goods Act 1979 Section 5.

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19
Q

What did Esso Petroleum Ltd v Customs and Excise Commissioners reveal about contracts of sale?

A

There must be intention to create a legal obligation.

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20
Q

What sales does SOGA not apply to (outside CRA)?

A

Section 62(4) transactions that operate as a security i.e. pledge, charge or standard security.

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21
Q

What is the formality in s.3 for formation of contract?

A

That there is capacity to transact i.e. of legal age and mental capacity.

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22
Q

How can price for the products be found?

A

It may be found within the contract or determined via a prior course of dealings between the parties SOGA (s.8(1)).

Where neither is the case, there must be a ‘reasonable’ price paid for the goods SOGA (s.8(2)).

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23
Q

What would be a ‘reasonable price’ under SOGA?

A

SOGA s.8(3): This will be determined on a case-to-case basis.

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24
Q

Are there any complications when there is no price?

A

May and Butcher Ltd v R [1934] 2 K.B. 17 HL: It must be established that the absence of a set price does not constitute a lack of consensus in idem.

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25
What does Glynwed Distribution Ltd v S Koronka & Co Ltd, 1977 S.C. 1. tell us about price?
That what is 'reasonable' doesn't just mean market value, but just what is fair to the contracting parties. What is needed is a weighing of advantages and disadvantages.
26
What is the process of the passing of risk under SOGA for specific goods?
Section.17: Intention to pass risk. Section 18: Rules to intention, rules 1-4.
27
What is the process for passing risk under SOGA for unascertained goods?
Section 16: They must become ascertained. Section 17: Intention Section 18: Rule 5 for intention.
28
How do you ascertain when property transfers under the Consumer Rights Act 2015?
Using the provisions in the Sale of Goods Act 1979! s.16-19, 20A & 20B (depending on the goods in question). This is provided by s.4 of the 2015 act
29
Are the section 18 rules absolute for intention?
No, they only apply where there is no plain intention. Woodburn v Andrew Motherwell Ltd 1917 S.C. 533
30
What is Rule 1 of s.18?
In unconditional contract for specific goods in a deliverable state, property passes when the contract is made. NOTE: It is immaterial if payment or delivery is postponed.
31
When are goods in a 'deliverable state'?
When the goods are in such a form that the buyer is required to take possession. SOGA: s.61(5)
32
What is rule 2 of s.18?
Contract of sale for specific goods and the seller is bound to do something to put the goods in a deliverable state, property does not pass until that thing is done and notice is given.
33
What is rule 3 in s.18?
Where there is a contract for specific goods in a deliverable state but the seller is bound to weigh of measure or something else to ascertain price, the property doesn't pass until that thing is done and notice is given.
34
What is rule 4 in s.18?
Where the goods are delivered to the buyer on either sale or return, property passes when either: 1. the buyer signals acceptance. 2. retaining the goods without rejection, if no time is fixed for rejection then within a reasonable time.
35
What is part 1 of rule 5 of s.18?
That where there is a contract for unascertained/future goods by description, and they are in a deliverable state. They are appropriated into the contract by the seller with consent of the buyer this leads to the passing of property. The assent can be express or implied.
36
How are goods appropriated into a contract?
Carlos Federspiel & Co SA [1957] 1: Parties must have intention to attach the goods to the contract.
37
What is part 2 of rule 5 in s.18?
Where the seller delivers the goods to carrier (buyers agent or not) to give to the buyer and there is no reservation of disposal, there is the assumption of the seller unconditionally appropriating the goods to the contract.
38
What is part 3 of rule 5 in s.18?
Where sale of bulk, and the bulk is reduced to (or less than) the amount specified, the if the buyer is the only person who goods are due of the bulk: 1. the remaining goods are assumed appropriated into the contract when the bulk is reduced. 2. the property then passes to that buyer. KNOWN AS: Appropriation by Exhaustion
39
Why is s. 20A of the Sale of Goods Act 1979 important?
It provides that where the buyer pays in advance for a specific quantity of goods that form part of a bulk, the buyer attains a undivided share in that bulk.
40
What are the implications for s.20A?
As there is an undivided share for the goods paid for. The seller will bear the risk of loss. i.e. 2000 tons, buyer paid for 1000 but the other 1000 is stolen, the buyer is still entitled to 1000, just the other half.
41
What does s.20B of SOGA provide?
That there is deemed consent by a common owner in bulk in the management of any of the goods i.e. delivery, disposal etc.
42
What does s.20A reveal about where there is less bulk than bought?
S.20A(4) the bulk must be divided proportionately.
43
What does s.19 of SOGA provide?
That there can be a right of disposal, i.e. a retention of title clause until certain conditions are fulfilled (often payment).
44
When does risk pass to the buyer under SOGA?
s.20(1): risk passes when property is transferred to the buyer! (this does not depend on possession).
45
What are the exceptions to the passing of risk under SOGA?
1. where delivery is delated by the fault of either party, the party that is at fault bears the risk. s.20(2) 2. If the party in possession is negligent, they will be liable for any loss by them or their agents. s.20(3)
46
When does the risk pass under CRA?
The seller retains risk until the consumer gets possession of the goods (them or their agent) s.29
47
What is provided in s.6 of the 1979 act?
Where specific goods and without sellers knowledge they perish when the contract is made, the contract is void.
48
What is provided in s.7 of the 1979 act?
Where goods perish after the contract without the knowledge of the buyer and without the fault of either party, the contract is avoided.
49
What does s.24 of the 1979 act provide?
'seller in possession' where a seller has sold goods to one individual and therefore, has transferred good title, but then sells to another individual, that 3rd party can acquire good title if they are in good faith and pay a monetary consideration.
50
What does s.21 of the 1979 act provide?
An expression of the nemo dat quod non habet rule. Where an individual holds no title in goods, the buyer can acquire no better title.
51
What does s.25 of the 1979 act provide?
'buyer in possession' Where a buyer has possession of the goods but has not gained title, but sells that good to a third party, that third party can acquire good title so long as they were in good faith and there was a monetary consideration.
52
What are the exceptions to nemo dat quod non habet?
1. Sale by mercantile agent 2. Seller in possession 3. Buyer in possession
53
Why is the Factors Act 1889 s.2(1) relevant?
Where an agent with consent of owner is in possession of the goods, in the ordinary course of business. Can sell the goods without the consent of the owner so long as the third party was in good faith.
54
What happens to goods that deteriorate in transit under SOGA?
Generally, the seller is at fault unless the buyer has not picked up the goods on time.
55
What are the basic sellers duties? (5)
1. Duty to deliver the goods 2. Right to sell 3. Correspondence to description 4. Goods to be satisfactory quality 5. Goods must correspond to samples.
56
What is the sellers duty under s.27 of SOGA?
The duty to deliver the goods to the buyer and the buyer is under a duty to accept in line with the contract.
57
What is the sellers right under s.12 of SOGA and what is the CRA alternative?
Where there the seller is selling goods, it is presumed that they have the right to sell, not merely the power. CRA alternative is s.17.
58
What is the sellers duty under s.13 of SOGA and what is the CRA alternative?
That where there is a sale done via description that the goods match that description. CRA alternative is s.11.
59
What is the sellers duty under s.14 of SOGA and what is the CRA alternative?
s.14(2) where the seller is selling in the course of business, there is an implied term that the goods under the contract are of satisfactory quality. CRA alternative is s.9.
60
What is the sellers duty under s.15 of SOGA and what is the CRA alternative?
s.15(2)(a) that where there is a sale by sample, the goods will correspond to that sample. CRA alternative in s.13.
61
What are the two complications to a sale of goods and their implications?
SOGA: s.6 mistake - damage before contract = void s.7 frustration - after contract, damaged/make contract impossible = avoidable.
62
What are the buyers duties under SOGA?
s.27: accept goods in accordance with the contract. s.28: the buyer must pay for the goods. s.37(1): must take delivery within a reasonable time.
63
What are the proprietary remedies available under SOGA?
1. s.41: Possessory Lien. 2. s.44: Right of Stoppage in Transit
64
How does a possessory lien operate under s.43 of SOGA?
Where goods are unpaid for and the seller has possession (either full or part) they can retain the goods until the price is paid. however, the lien is terminated under s.43 where there is loss of possession.
65
How does the right of stoppage operate under s.44-46 of SOGA?
Where a buyer is insolvent, the seller can retain possession the goods until the price is paid. This is only possible where they were in transit and is only exercisable until the price is paid. s.45: goods are in transit when they are given to a carrier until they reach the buyer or their agent. s.46: notice is to be given to the carrier or their principal.
66
What are the sellers contractual rights under SOGA?
1. s.49: an action for the price, even if the property hasn't passed (ss.2). 2. s.50: Damages for non-acceptance.
67
What are the remedies for a buyer under SOGA?
1. S.15B Damages and if the breach is material, reject the goods i.e. repudiate the contract. 2. s.35A right of partial rejection where some of the goods are unaffected by the breach.
68
What are the remedies available under the Consumer Rights Act 2015 (consumer contracts)?
1. s.20: short term right to reject the goods 2. s.23: right to repair or replacement 3. s.24: Price Reduction/ Final right to reject 4. s.21: partial rejection of the goods.
69
What is the time limit on a short term right to reject under CRA?
s.22(3) 30 days.
70
Who bears the cost under a right to repair or replacement under CRA?
s.23(2) the trader bears the cost and must repair within reasonable time without significant inconvenience.
71
What is the restrictions to use of the right to repair or replacement under CRA?
s.23(3): the trader cannot be required to do so if it is impossible or disproportionate to other remedies.
72
What remedy is available for non-delivery under SOGA?
S.51: damages are available for non-delivery.
73
What are the special remedies available under CRA? (5)
s.19(11): 1. Damages 2. Specific Performance. 3. Specific Implement 4. Relying on a breach for the price 5. For breach of express term, right to treat the contract as at an end.
74
Is specific implement available under SOGA?
Yes, s.52, where damages are insufficient
75
What is an example of a situation where damages are insufficient?
Where the contract was sentimental in nature (Adderly 1824).

Commercial Law (4 decks)

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