Formation of Contract of Sale (SOGA, 1930) Flashcards
Buyer
Person who buys or agrees to buy.
Goods
Every kind of movable property other than actionable claims or money. Both tangible and intangible.
Existing Goods
In existence at time of contract of sale (owned or possessed by the seller at t.o.c.s.)
Specific goods
Identified and agreed upon at t.o.c.s.
Ascertained goods
When out of a large quantity of unascertained goods, the number or quantity is identified.
Future goods
To be manufactured / acquired by seller after making contract. Always an ‘agreement to sell’.
Contingent goods
The acquisition of which depends on an uncertain contingency. Agreement to sell.
Delivery
Voluntary transfer of possession from one person to another. Can be made by doing anything that has the effect of putting goods in possession of buyer.
Actual delivery
Physical delivery. To person, or third person authorised to hold on behalf of buyer.
Constructive delivery
Transfer without any change in custody as in case of delivery by attornment.
Symbolic delivery
Delivery of goods in token of transfer of something else. Eg: Bill of lading, railway receipt, key of warehouse etc.
Deliverable state of goods
When goods are in such a condition that the buyer would be bound to take delivery of them.
Document of title
Document used in as proof of the possession of goods.
Document showing title
Document showing entitlement to goods or property without having complete ownership or control of them.
Contract of sale
When seller agrees to transfer the property in goods to the buyer for a price.
Agreement to sell
Where transfer of property is to take place in future or is subject to some condition to be fulfilled.
Elements of contract of sale
- Buyer and seller; different people.
- Only movable property.
- Price; may be partly in price, partly in kind.
- Transfer of property must take place.
- May be absolute or conditional.
- All aspects of valid contract must be present.
Distinction b/w ‘sale’ and ‘agreement to sell’
- Transfer of property
- Nature of contract
- Remedies for breach
- Liability of parties
- Burden of risk
- Nature of rights ( jus in _ )
- Right of resale
- Insolvency of seller
- Insolvency of buyer
Hire purchase agreement
- Possession is delivered on condition that periodical instalments be paid.
- Property is passed upon payment of last instalment.
- Purchaser may terminate agreement at any time before property so passes.
Distinction b/w ‘sale’ and ‘hire purchase’
- Time of passing of property
- Position of party ( buyer - owner | bailee )
- Termination of contract
- Burden of insolvency of buyer
- Transfer of title
- Resale
Distinction b/w ‘sale’ and ‘bailment’
- Transfer of property
- Return of goods
- Consideration
How may a contract of sale be made?
- Offer to buy or sell goods and acceptance thereof.
- Immediate delivery.
- Immediate payment, future delivery.
- Immediate delivery, immediate payment.
- Delivery or payment or both in instalments.
- Delivery or payment or both in future.
Ascertainment of price
- Fixed by contract.
- Agreed to be fixed in a manner provided in
contract. Eg: valuer - Determined by course of dealings.
Agreement to sell at valuation
- If valuer (or 3rd party) doesn’t or can’t make such valuation, agreement will be void.
- If valuer is prevented from fixing price by default of either party, party at fault is liable to pay damages to the other.
- Buyer who has received and appropriated goods must pay price in any eventuality.
