In another article, the different dimensions of performance of sale of goods contract was discussed [see here]. One aspect of performance of a sale of goods contract is the delivery of the goods by the seller to the buyer. The Sale of Goods Act 1893 contains a plethora of provisions regulating the delivery of goods in a contract for sale of goods. This article discusses these sundry rules regulating the delivery of goods by the seller.
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It is provided in section 29(1) of the Sale of Goods Act 1893 that in a contract of sale of goods, the delivery of the goods is to take place at the place of business of the seller excepted if stated otherwise. If the seller has no formal place of business, delivery can take place at his/her residence. However, in the case of sale of specific goods which the parties acknowledge are in some other place, the location of the goods will be the place of delivery.
Section 29(2) of the Sale of Goods Act 1893 provides that when a seller has to deliver goods to the buyer and a specific time is not stipulated, the seller is required to deliver the goods within a reasonable time. The question here is: what is a reasonable time?
If the situation is such that the goods are in the possession of a third party, section 29(3) of the Sale of Goods Act 1893 provides that there is no delivery until the third party acknowledges to the buyer that he holds the goods on his behalf.
The delivery of wrong quantity may take any of three forms; namely: the delivery of a smaller quantity or the delivery of a larger quantity or mixed delivery.
Smaller quantity: Where the quantity delivered is less than the quantity contracted or ordered, section 30(1) of the Sale of Goods Act 1893 provides that the buyer may reject them. Alternatively, the buyer may accept the goods as delivered and pay for them at the contract rate.
Larger quantity: Where the quantity delivered is more than the quantity contracted or ordered, section 30(2) of the Sale of Goods Act 1893 provides that the buyer may accept only the quantity ordered and reject the rest of the goods. Alternatively, the buyer may reject the whole lot. However, where the buyer accepts the whole lot delivered, he must pay for the extras at the contract rate.
Mixed delivery: In the case of mixed delivery, the goods delivered to the buyer are mixed with other goods which the buyer did not order. In such situations, section 30(3) of the Sale of Goods Act 1893 provides that the buyer may accept only the goods ordered and reject the others. Alternatively, the buyer may reject the whole lot.
Section 31(1) of the Sale of Goods Act 1893 provides that unless there is an agreement that the goods should be delivered by installments, the buyer is not bound to accept delivery of the goods by installments. It is noteworthy that delivery of goods by installment may be expressed or implied.
However, where goods are required to be delivered by installments, issues may arise regarding a failure on the part of the seller to deliver one or more installments (or, in the case of the buyer, to pay for one or more installments). It is a question of fact in such situations whether such a breach would be a valid ground for the repudiation of the contract or merely a severable breach which could be remedied by payment of compensation.
By virtue of section 32(1) of the Sale of Goods Act 1893, where the seller is authorized or required to send the goods to the buyer, the delivery of the goods to a carrier to send same to the buyer is deemed to be delivery to the buyer unless a contrary intention is stated in the contract for the sale of the goods. The implication is that the carrier is deemed to be the agent of the buyer.
The delivery of the goods by the seller is a very important aspect of the performance of the sale of goods contract. This is underscored by the detailed rules stipulated in the Sale of Goods Act 1893 governing delivery which we have considered above. As already noted in another article [see here], delivery may take several forms.