UNIT 12.3

Discussing delivery and transportation contract: delivery dates. Marking and packing

LIST OF WORDS

1. installment/incorrect /actual/constructive/partial/defective delivery

2. to hold the goods

3. to reject/to accept goods

4. to suit/to meet/to cover requirements

5. to repudiate a contract

repudiation of a contract

6. to retain possession of goods

7. at the contract rate

8. lien

9. a private/common carrier

10. to default in payment

11. to reserve title to the goods

document of title

12. to intimate

13. to waive the breach

14. a breach of warranty

15. diminution of the price

16. an adequate remedy

17. contract of affreightment

18. a charter party

19. to be liable for

20. inherent vice

21. Act of God

22. Bill of Lading

23. to send goods on consignment

three months’ consignment

on a consignment basis

24. (the) lot

That’s the lot.

25. freight

a freight note/bill/charge

26. a merchant/motor/steam/sailing/sea-going/tramp/timber-carrying vessel

27. to bear expenses/responsibility/obligations/the risk

28. free

free of charge

duty-free

free from defects

trouble-free

29. to load

loading

to fulfil/complete/change the loading program

30. to discharge

31. perishable nature

32. consignor/consignee

33. to suffer losses

34. damages

the amount of damages

agreed damages

to get/pay/claim/charge/calculate damages

35. the damage to the goods

36. to be deemed/bound to

37. special handling

38. indelible paint

39. storage charges

40. dimensions

Read the texts and do some practice.

A.

1. Read text A and divide it into 5 main parts. Match the following headings to each of the parts: Installment Deliveries; Delivery; Incorrect Delivery; Acceptance; Place of Delivery.

2. Answer the questions.

1. What is the difference between delivery and transportation?

2. What happens if the goods are in the possession of a third party?

3. What may the buyer do in case of incorrect delivery?

4. Do installment deliveries give the right to repudiate a contract?

5. When is the buyer not deemed to have accepted goods?

Delivery is the physical transfer of possession from one person to another. It does not necessarily mean transportation. Delivery may be actual or constructive, for example when the keys to a warehouse in which the goods are stored are handed to the buyer. It is the duty of the seller to deliver the goods and the buyer to accept and pay for them. Payment and delivery are concurrent conditions unless otherwise agreed, for example if the sale is on credit. Except where there is a provision in the contract the place of delivery is the seller's place of business, unless the contract is for specific goods, which to the knowledge of the parties are in some other place, in which case that other place is the place of delivery. If the goods are in the possession of a third party there is no delivery until the third party acknowledges to the buyer that he holds the goods on his behalf. If goods are to be sent, the seller must send them within a reasonable time, and demand or tender of delivery must be made at a reasonable hour to be effective. If the seller delivers a larger or smaller quantity of goods than ordered the buyer may

a) Reject the whole, or

b) Accept the whole, or

c) Accept the quantity ordered and reject the rest.

If he chooses b) or c) above he must pay for the goods at the contract rate. He cannot accept the incorrect goods. He will only be able to accept them if the seller first offers to sell them to him. The buyer is not bound to accept delivery by installments unless so agreed. Where a contract provides for delivery in stated installments which are to be separately paid for, and the seller makes defective deliveries, or the buyer fails to take delivery of, or pay for one or more installments, it is a question of construction whether this amounts to a repudiation of the whole contract or to a severable breach giving a right to compensation, but not a right to treat the whole contract as at an end.

The buyer accepts the goods when he intimates to the seller that he has accepted them; or does any act to the goods which is inconsistent with the ownership of the seller, such as subselling and delivering the goods; or retains the goods, after the lapse of a reasonable time without intimating to the seller he has rejected them. Where goods are delivered to a buyer which he has not previously examined, he is not deemed to have accepted them until he has had a reasonable opportunity of examining them to as conformity with the contract. The seller is bound to afford this opportunity if so requested. In this case of a contract for sale by sample the buyer must have a reasonable opportunity of comparing the bulk with the sample. The buyer is not deemed to have accepted goods merely because he asks for, or agrees to, their repair by or under an arrangement with the seller, or the goods are delivered to another under a sub-sale or other disposition. If a seller supplies some goods which are in breach of contract together with others which are unaffected by the breach, a new section inserted by the 1994 act gives the buyer a right to accept the goods which were unaffected by the breach without losing his right to reject the rest.

B.

Read text B and

1) say whether these statements are true or false.

2) think of the synonyms or explanations for the underlined words.

1. Lien and stoppage in transit give the unpaid seller the right to re-sell the goods. ______

2. The measure of damages in an action for non-acceptance is the difference between the contract price and the market price on the date fixed for shipment. ______

3. The seller can stop the goods and retake possession on the buyer if the buyer becomes insolvent. ______

4. The seller cannot take an action against the buyer for the contract price, provided the property in the goods has passed to the buyer. ______

5. If the goods are specific and not available elsewhere in the market the buyer may sue the seller. ______

6. The buyer may repudiate the contract for a breach of a condition by the seller if he has accepted the goods. ______