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Delivery and Payment (Payment (s28 (payment = warranty (agreement that…

- - - - only conditional discharge of B's liability
        
        total discharge when cheque honored
    - - letters of credit were given as conditional and not absolute payment and B debt not discharged when bank became insolvent before making payment to seller
    - - customer's payment via credit card has been accepted by the seller, he is absolutely discharged. even where credit card company becomes insolvent and fails to make payment to seller
    - - B entitled to recover the price + interest
      - price not paid - goods were at B's risk at the time they were destroyed/stolen - B still liable to pay price
    - - unless contrary agreement
      - breach = not right to repudiation
      - seller intends to put the money to a specific use and makes this known to the B before contract was made
        
        unless the loss is too remote, the seller would be entitled to special damages in respect of loss suffered by him as result of B's failure to pay sums due
      - agreement that time is of essence then breach
        
        repudiatory
        
        significant delays in payment could
        
        intention to repudiate
  - - - B wrongfully neglects or refuses to pay the price
        
        seller = action w/o tendering the delivery
        
        seller only show 'but for' the non payment, he would have made the delivery
    - - seller cannot refuse delivery
  - - - terms can only be varied by agreement
      - can ammend terms for future contracts
      - weigh up cost of loss of goods v breach for non-delivery
    - - damages for non-delivery
      - conversion action
        
        not available to insolvent B as seller entitled to lien on the goods and retain possession thereby until B pays price or tenders the price
- - - - delivery and payment are concurrent conditions
        
        s28 SGA
        
        seller ready and willing to give possession in exchange for the price and B ready and willing to pay price in exchange for the possession of the goods
        
        ready and willing
        
        no need to actually tender the delivery before entitled to sue B for price or damages if he can show B would have refused to accept goods had they been delivered
        
        Delivery
        
        s61
        
        voluntary transfer of possession from one person to another
        
        actual delivery
        
        constructive delivery - possession right transferred to B
        
        doc title of the goods
        
        continue possession in his own right = HPA to owner
        
        something that provides physical control of the goods
        
        s 29 (4) - attornment - party in possession of the goods acknowledges to B that he holds them on his behalf
        
        2 more items...
        
        Delivery to Carrier
        
        s32 (1) SGA
        
        where seller required to send goods - delivery to carrier - for transmission to B - prima facie deemed to be delivery to the B
        
        3 more items...
        
        carriage by sea - Fob (free on board)
        
        seller must give notice to B of route involving sea so that he can insure himself. Failure - seller has the risk unless otherwise agreed
        
        place of delivery
        
        seller must put goods in deliverable state
        
        seller, in absence of contrary agreement, not bound to deliver
        
        place of business or residence
        
        seller agrees to deliver goods at own risk to place other than where goods were at time when they were sold, B remains liable for any deterioration necessarily incident to course of transit
        
        unless otherwise agreed
        
        as long as delivered to the right place and delivers to person reasonably believed to be authorised to accept = no liability if rogue
        
        Time of delivery
        
        time is prima facie of essence
        
        stipulated time
        
        1 more item...
        
        no time stipulated
        
        B to collect - seller must be ready to hand them over in return for payment on demand by the B at any time after the contract is made
        
        3 more items...
        
        Quantity
        
        s30
        
        wrong quantity of goods
        
        2 more items...
        
        delivery by installments
        
        unless otherwise agreed, B not obliged to take delivery in installments
        
        where part of goods delivered and accepted - pay only for those at pro rata basis and not obliged to accept further deliveries
        
        1 more item...
        
        not seller's responsibility to deliver goods but B's to collect them from seller
        
        unless otherwise agreed
- - - - acceptance is to refrain from any conduct that signifying their rejection
      - seller tenders goods in conformity with the contract, and requests buyer to take delivery of them
        
        if B does not take delivery within a reasonable time
        
        liable to seller for any loss occasioned by his neglect or refusal to take delivery and for reasonable cost of care and custody of the goods
        
        delay could be so long as to evince an intention to repudiate
        
        action for damages for non-acceptance of goods
        
        not obliged to take delivery if seller's goods do not conform to the contract of sale
        
        sue for non-delivery
        
        s36
        
        B not bound to return them to the seller
        
        unequivocal action showing he rejects them
        
        seller upon receiving the notice is entitled to have the goods placed at his disposal so as to allow him to resume possession forwith
        
        3 more items...