[Commerce Class Notes] on Express and Implied Conditions Pdf for Exam

Section 12(2) of Sales of Goods Acts (1932) explains that express and implied conditions help one to get a clear and good contract. A condition is a matter which always needs to be clearly specified to the seller. Conditions can be both implied or expressed. The express and implied condition also helps the formulation of a diverse contract which is extremely essential. A buyer has the right to know the conditions beforehand so that he or she can refuse to accept goods during its delivery if the conditions mentioned in the contract are not fully or partially satisfied. Express and implied conditions help a buyer to make decisions regarding the purchase and hence a sense of security in the matter of purchase. They in fact give warranties to the buyer as per their demands.

Express and Implied Conditions

According to Section of Sales of Goods Acts (1932), ‘A condition is a stipulation essential the main purpose of the contract, the breach of which gives rise to a right to treat the contract as repudiated. Condition is a crucial matter in a sale agreement that is specified by a buyer to the seller.

Conditions, in terms of sale, can be of two types. It can either be implied conditions or expressed.

A buyer has the right to refuse to accept goods during its delivery in case of any discrepancy with the pre-discussed conditions in a contract. Express and implied conditions and warranties help to formulate a lucid, clear, as well as detailed contract. This, in turn, enables a buyer to make better decisions regarding the purchase. Express and implied conditions can be said to be a warranty as per the buyer’s demands.

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Implied Conditions in a Contract of Sale

An implied condition is when it is neither written nor declared by any party but is automatically implied by law. Unless a contrary agreement is made, these conditions continue to be valid on a sale transaction. Section 14 to 17 under the Sale of Goods Act, 1930 provides implied condition definition along with its types.

Condition as to Title

Each contract of sale, irrespective of the product type, has to follow two conditions that are implicit in an agreement-

1. In case of a sale, a person has the right to sell the products.

2. In case of an agreement to sell, a person has the right to sell the products when the property is to be passed. The buyer also has the right to reject the goods and claim its price if it turns out to be defective.

Say, a particular person buys a car from a seller who illegally possesses it. If after a few months, the legal owner of the car claims his property back, the buyer would be bound to return it to him. However, in such cases, he has the right to file a lawsuit against that seller and recover the selling price from him. All these intricacies might not be embodied in any contract, but are by default, present as implied conditions.

Condition as Per Description

If a product does not stand up to its description or specifications, the buyer can refuse to accept it. This provision is mentioned in Section 15 of the Sale of Goods Act.

For example, if a piece of clothing does not match its description, a buyer can claim its price back. He or she has the right to reject it in the context of implied conditions that it did not match the description given by the seller.

Condition as to Sale by Sample

When products are sold in bulk, a seller often provides a sample product to the buyer for him to judge its quality. Once the buyer is convinced with the sample, he goes on to buy more of it. Implied conditions in a Contract of Sale of Goods sold on the basis of a sample are: When products are sold in bulk, a seller often provides a sample product to the buyer for him to judge its quality. Once the buyer is convinced with the sample, he goes on to buy more of it. Implied conditions in a Contract of Sale of Goods sold on the basis of a sample are:

1. The bulk of products sent later must exactly match the sample.

2. The buyer has the right to compare the bulk of products with the sample and must not be deprived of it.

3. The goods sent after the sample product must be defect-free, just like the sample.
   For example, a shoe manufacturer sends a perfect shoe sample to the seller. But at the time of delivering the actual order, he delivers shoes of poorer quality. According to the conditions implied in a Contract of Sale of Goods, the seller can claim a refund as well as a compensation price for the damage caused.

Sale by Sample as well as a Description

When products are sold through the sample as well as description, the seller is liable to provide goods that abide by the description as well as correspond to the sample.

Condition Referring to the Quality or Fitness of a Product

There are usually no implied conditions on the quality or fitness of goods which are being sold for a specific purpose. However, the quality of a product and its reasonable fitness is implied when a buyer purchases it from the seller. Here, implied in fact conditions are as follows:

• If a buyer had already expressed his purpose of purchase.

• If a buyer trusted the judgement of the seller.

• If a seller runs a business of supplying goods of the concerned description and quality.

Condition as Per Merchantability

This implied condition is applicable only when the goods are of ‘merchantable quantity’ or are saleable under reasonable conditions.

Condition Based on Wholesomeness

When it comes to eatables, certain implied conditions apply to it. It is related to wholesomeness as well as the merchantability of such products. If a customer ends up facing health issues after consuming any edible product, he can sue the seller and claim compensation.

Express Conditions

Unlike the implied conditions of the Sale of Goods Act, expressed conditions are the ones that are mentioned or specified in a contract of sale. It is included in a contract on the mutual agreement of both the parties (buyer and the seller).

Expressed conditions differ from implied conditions because of the fact that expressed conditions are the conditions that have to be mentioned or specified in an agreement or contract of sale prepared between both the buyer and seller.

Condition Based on Wholesomeness

When it comes to eatables, certain implied conditions apply to it. It is related to wholesomeness as well as the merchantability of such products. If a customer ends up facing health issues after consuming any edible product, he can sue the seller and claim compensation.

Implied Conditions 

Implied conditions are those conditions that even when not expressed in words or written in the contract are considered to be warranted by the law to be present in the sales contract. In fact, they are automatically implied by law unless any agreement contrary to it is prepared by both parties.