SALE OF GOODS ACT 1979.docx

1、SALE OF GOODS ACT 1979SALE OF GOODS ACT 1979 PART I CONTRACTS TO WHICH ACT APPLIES 1. Contracts to which Act applies (1) This Act applies to contracts of sale of goods made on or after (but not to those made before) 1 January 1894. (2) In relation to contracts made on certain dates, this Act applies

2、 subject to the modification of certain of its sections as mentioned in Schedule 1 below. (3) Any such modification is indicated in the section concerned by a reference to Schedule 1 below. (4) Accordingly, where a section does not contain such a reference, this Act applies in relation to the contra

3、ct concerned without such modification of the section. PART II FORMATION OF THE CONTRACT Contract of sale 2. Contract of sale (1) A contract of sale of goods is a contract by which the seller transfers or agrees to transfer the property in goods to the buyer for a money consideration, called the pri

4、ce. (2) There may a contract of sale between one part owner and another. (3) A contract of sale may be absolute or conditional. (4) Where under a contract of sale the property in the goods is transferred from the seller to the buyer the contact is called a sale. (5) Where under a contract of sale th

5、e transfer of the property in the goods is to take place at a future time or subject to some condition later to be fulfilled the contract is called an agreement to sell. (6) An agreement to sell becomes a sale when the time elapses or the conditions are fulfilled subject to which the property in the

6、 goods is to be transferred. 3. Capacity to buy and sell (1) Capacity to buy and sell is regulated by the general law concerning capacity to contract and to transfer and acquire property. (2) Where necessaries are sold and delivered to a minor or to a person who by reason of mental incapacity or dru

7、nkenness is incompetent to contract, he must pay a reasonable price for them. (3) In subsection (2) above necessaries means goods suitable to the condition in life of the minor or other person concerned and to his actual requirements at the time of the sale and delivery. Formalities of contract 4. H

8、ow contract of sale is made (1) Subject to this and any other Act, a contract of sale may be made in writing (either with or without seal), or by word of mouth, or partly in writing and partly by word of mouth, or may be implied from the conduct of the parties. (2) Nothing in this section affects th

9、e law relating to corporations. Subject matter of contract 5. Existing or future goods (1) The goods which form the subject of a contract of sale may be either existing goods, owned or possessed by the seller, or goods to be manufactured or acquired by him after the making of the contract of sale, i

10、n this Act called future goods. (2) There may be a contract for the sale of goods the acquisition of which by the seller depends on a contingency which may or may not happen. (3) Where by a contract of sale the seller purports to effect a present sale of future goods, the contract operates as an agr

11、eement to sell the goods. 6. Goods which have perished Where there is a contract for the sale of specific goods, and the goods without the knowledge of the seller have perished at the time when a contract is made, the contract is void. 7. Goods perishing before sale but after agreement to sell Where

12、 there is an agreement to sell specific goods and subsequently the goods, without any fault on the part of the seller or buyer, perish before the risk passes to the buyer, the agreement is avoided. The price 8. Ascertainment of price (1) The price in a contract of sale may be fixed by the contract,

13、or may be left to be fixed in a manner agreed by the contract, or may be determined by the course of dealing between the parties. (2) Where the price is not determined as mentioned in subsection (1) above the buyer must pay a reasonable price. (3) What is a reasonable price is a question of fact dep

14、endent on the circumstances of each particular case. 9. Agreement to sell at valuation (1) Where there is an agreement to sell goods on the terms that the price is to be fixed by the valuation of a third party, and he cannot or does not make the valuation, the agreement is avoided; but if the goods

15、or any part of them have been delivered to and appropriated by the buyer he must pay a reasonable price for them. (2) Where the third party is prevented from making the valuation by the fault of the seller or buyer, the party not at fault may maintain an action for damages against the party at fault

16、. Implied terms etc. 10. Stipulations about time (1) Unless a different intention appears from the terms of the contract, stipulations as to time of payment are not of the essence of a contract of sale. (2) Whether any other stipulation as to time is or is not of the essence of the contract depends

17、on the terms of the contract. (3) In a contract of sale month prima facie means calendar month. 11. When condition to be treated as warranty (1) This section does not apply to Scotland. (2) Where a contract of sale is subject to a condition to be fulfilled by the seller, the buyer may waive the cond

18、ition, or may elect to treat the breach of the condition as a breach of warranty and not as a ground for treating the contract as repudiated. (3) Whether a stipulation in a contract of sale is a condition, the breach of which may give rise to a right to treat the contract as repudiated, or a warrant

19、y, the breach of which may give rise to a claim for damages but not to a right to reject the goods and treat the contract as repudiated, depends in each case on the construction of the contract; and a stipulation may be a condition, though called a warranty in the contract. (4) Subject to section 35

20、A below where a contract of sale is not severable and the buyer has accepted the goods or part of them, the breach of a condition to be fulfilled by the seller can only be treated as a breach of warranty, and not as a ground for rejecting the goods and treating the contract as repudiated, unless the

21、re is an express or implied term of the contract to that effect. (6) Nothing in this section affects a condition or warranty whose fulfilment is excused by law by reason of impossibility or otherwise. (7) Paragraph 2 of Schedule 1 below applies in relation to a contract made before 22 April 1967 or

22、(in the application of this Act to Northern Ireland) 28 July 1967. 12. Implied terms about title, etc. (1) In a contract of sale, other than one to which subsection (3) below applies, there is an implied term on the part of the seller that in the case of a sale he has a right to sell the goods, and

23、in the case of an agreement to sell he will have such a right at the time when the property is to pass. (2) In a contract of sale, other than one to which subsection (3) below applies, there is also an implied term that (a) the goods are free, and will remain free until the time when the property is

24、 to pass, from any charge or encumbrance not disclosed or known to the buyer before the contract is made, and (b) the buyer will enjoy quiet possession of the goods except so far as it may be disturbed by the owner or other person entitled to the benefit of any charge or encumbrance so disclosed or

25、known. (3) This subsection applies to a contract of sale in the case of which there appears from the contract or is to be inferred from its circumstances an intention that the seller should transfer only such title as he or a third person may have. (4) In a contract to which subsection (3) above app

26、lies there is an implied term that all charges or encumbrances known to the seller and not known to the buyer have been disclosed to the buyer before the contract is made. (5) In a contract to which subsection (3) above applies there is also an implied term that none of the following will disturb th

27、e buyers quiet possession of the goods, namely (a) the seller; (b) in a case where the parties to the contract intend that the seller should transfer only such title as a third person may have, that person; (c) anyone claiming through or under the seller or that third person otherwise than under a c

28、harge or encumbrance disclosed or known to the buyer before the contract is made. (5A) As regards England and Wales and Northern Ireland, the term implied by subsection (1) above is a condition and the terms implied by subsections (2), (4) and (5) above are warranties. (6) Paragraph 3 of Schedule 1

29、below applies in relation to a contract made before 18 May 1973. 13. Sale by description (1) Where there is a contract for the sale of goods by description, there is an implied term that the goods will correspond with the description. (1A) As regards England and Wales and Northern Ireland, the term

30、implied by subsection (1) above is a condition. (2) If the sale is by sample as well as by description it is not sufficient that the bulk of the goods corresponds with the sample if the goods do not also correspond with the description. (3) A sale of goods is not prevented from being a sale by descr

31、iption by reason only that, being exposed for sale or hire, they are selected by the buyer. (4) Paragraph 4 of Schedule 1 below applies in relation to a contract made before 18 May 1973. 14. Implied terms about quality or fitness (1) Except as provided by this section and section 15 below and subject to any other enactment, there is no implied term about the quality or fitness for any parti