Sale of Goods Act 1979 · 2020 Revised Edition · Part 2 · Formation of the Contract
12. Implied terms about title, etc.
Feedback & supportIn a contract of sale, other than one to which subsection (3) applies, there is an implied condition on the part of the seller that in the case of a sale he has a right to sell the goods, and in the case of an agreement to sell he will have such a right at the time when the property is to pass.
contract of sale
“contract of sale” includes an agreement to sell as well as a sale;
In a contract of sale, other than one to which subsection (3) applies, there is also an implied warranty that —
warranty
“warranty” means an agreement with reference to goods which are the subject of a contract of sale, but collateral to the main purpose of such contract, the breach of which gives rise to a claim for damages, but not to a right to reject the goods and treat the contract as repudiated.
the goods are free, and will remain free until the time when the property is to pass, from any charge or encumbrance not disclosed or known to the buyer before the contract is made; and
the buyer will enjoy quiet possession of the goods except so far as it may be disturbed by the owner or other person entitled to the benefit of any charge or encumbrance so disclosed or known.
This subsection applies to a contract of sale in the case of which there appears from the contract or is to be inferred from its circumstances an intention that the seller should transfer only such title as he or a third person may have.
In a contract to which subsection (3) applies, there is an implied warranty that all charges or encumbrances known to the seller and not known to the buyer have been disclosed to the buyer before the contract is made.
In a contract to which subsection (3) applies, there is also an implied warranty that none of the following will disturb the buyer’s quiet possession of the goods, namely:
goods
“goods” includes all personal chattels other than things in action and money; and in particular “goods” includes emblements, industrial growing crops, and things attached to or forming part of the land which are agreed to be severed before sale or under the contract of sale and includes an undivided share in goods;
the seller;
in a case where the parties to the contract intend that the seller should transfer only such title as a third person may have, that person;
anyone claiming through or under the seller or that third person otherwise than under a charge or encumbrance disclosed or known to the buyer before the contract is made.
Paragraph 3 of the Schedule applies in relation to a contract made before 18 May 1973.