Conditions and Warranties

A 'condition' is a stipulation essential to the main purpose of the contract. Its breach gives the aggrieved party (buyer) a right to repudiate the contract, reject the goods, and claim damages. It goes to the very root of the contract, and its non-fulfillment defeats the purpose of the contract.

Condition (Section 12(2)): A stipulation essential to the main purpose of the contract. Breach of condition gives the buyer the right to:

• Repudiate (reject) the contract, AND
• Claim damages

Warranty (Section 12(3)): A stipulation collateral to the main purpose. Breach gives only the right to claim damages but not reject goods.

Implied Conditions: Title (Sec 14), Description (Sec 15), Sample (Sec 17), Merchantable Quality (Sec 16(2)), Fitness for Purpose (Sec 16(1)).

Implied Warranties: Quiet possession (Sec 14(b)), Freedom from encumbrances (Sec 14(c)).

A breach of condition can be treated as breach of warranty but not vice versa.

The Sale of Goods Act, 1930, specifies several implied conditions that are deemed to be part of the contract unless expressly excluded. These include: 1. Condition as to title (Section 14(a)). 2. Condition as to sale by description (Section 15). 3. Condition as to quality or fitness for purpose (Section 16(1)). 4. Condition as to merchantability (Section 16(2)). 5. Condition as to wholesomeness (in case of eatables). 6. Condition as to sale by sample (Section 17). 7. Condition as to sample as well as description (Section 15 read with 17).

Section 16(2) states that where goods are bought by description from a seller who deals in goods of that description (whether he is the manufacturer or not), there is an implied condition that the goods shall be of merchantable quality. Merchantable quality means that the goods are fit for the purpose for which goods of that kind are commonly bought, and are reasonably sound and free from defects that would render them unfit for their ordinary use.

Section 16(1) provides that where the buyer, expressly or by implication, makes known to the seller the particular purpose for which the goods are required, so as to show that the buyer relies on the seller's skill or judgment, and the goods are of a description which it is in the course of the seller's business to supply, there is an implied condition that the goods shall be reasonably fit for such purpose. This condition does not apply if the goods are sold under a patent or other trade name, as the buyer is then presumed to rely on the name, not the seller's skill.

Yes, Section 62 of the Sale of Goods Act, 1930, states that where any right, duty or liability would arise under a contract of sale by implication of law, it may be negatived or varied by express agreement or by the course of dealing between the parties, or by usage, if the usage is such as to bind both parties to the contract. However, such exclusion clauses are subject to the provisions of the Indian Contract Act, 1872, regarding their validity and reasonableness.

The primary distinction lies in their importance to the contract and the remedies available for their breach. A condition is essential to the main purpose, and its breach allows repudiation of the contract and claiming damages. A warranty is collateral to the main purpose, and its breach only entitles the buyer to claim damages, without the right to repudiate the contract or reject the goods.

A 'warranty' is a stipulation collateral to the main purpose of the contract. Its breach gives the aggrieved party (buyer) a right to claim damages but not a right to repudiate the contract or reject the goods. It is a subsidiary promise, and its breach does not go to the root of the contract.

According to Section 13 of the Sale of Goods Act, 1930, a breach of condition may be treated as a breach of warranty in the following situations: 1. Waiver by Buyer: The buyer may waive the condition or elect to treat the breach of condition as a breach of warranty. 2. Compulsory Treatment: Where the contract of sale is not severable and the buyer has accepted the goods or part thereof, the breach of any condition can only be treated as a breach of warranty, unless there is a term in the contract, express or implied, to the contrary. 3. Excuse by Law: Where the fulfillment of any condition or warranty is excused by law by reason of impossibility or otherwise.

The Sale of Goods Act, 1930, specifies certain implied warranties that are presumed to exist in a contract of sale unless otherwise agreed. These are: 1. Warranty as to quiet possession (Section 14(b)). 2. Warranty as to freedom from encumbrances (Section 14(c)). 3. Warranty as to disclosure of dangerous nature of goods (where applicable). 4. Warranty as to usage of trade (Section 16(3)).

Section 14(b) implies a warranty that the buyer shall have and enjoy quiet possession of the goods. This means that after the sale, the buyer should not be disturbed in their possession of the goods by the seller or any other person having a superior title. A breach of this warranty entitles the buyer to claim damages for any loss suffered due to such disturbance.

Section 14(c) implies a warranty that the goods shall be free from any charge or encumbrance in favour of any third party not declared or known to the buyer before or at the time when the contract is made. If the buyer has to discharge any such charge or encumbrance (e.g., a lien or mortgage), they can recover the amount from the seller as damages.

For a breach of condition, the buyer has the right to repudiate the contract (reject the goods), treat the contract as at an end, and claim damages for any loss suffered. They can return the goods and get a refund of the price paid. For a breach of warranty, the buyer's only remedy is to claim damages for the loss suffered. They cannot repudiate the contract or reject the goods; they must keep the goods and sue for damages.

Section 15 states that where there is a contract for the sale of goods by description, there is an implied condition that the goods shall correspond with the description. If the sale is by sample as well as by description, the goods must correspond with both the sample and the description. The buyer is entitled to reject the goods if they do not match the description.

Section 14(a) of the Act implies a condition that, in a contract of sale, the seller has a right to sell the goods. This means the seller must have a valid title to the goods. If the seller's title proves defective, the buyer can repudiate the contract and recover the full price, even if they have used the goods for some time, as the consideration for the sale has totally failed.