LECTURE 3
IMPLIED TERMS: SATISFACTORY QUALITY AND FITNESS FOR
PURPOSE
Key Topics
• Sale in the course of a business
• Tests of “merchantable quality” and “satisfactory quality”
• Exceptions to seller’s liability
Recommended reading
As for section 13
Articles
• “Sales of Goods in the Course of a Business”: Brown:
L.Q.R. 1999 115(July) 384-389
• “The Development of Quality Obligations in Sale of
Goods”: Mitchell: L.Q.R. 2001 117 (October) 645-663
• “Satisfactory Quality: what does it mean?”: Ervine:
J.B.L. 2004 684
History of Section 14(2) SOGA
• As originally drafted in SOGA 1893:
“Where goods are bought by description from a seller who deals in goods of that
description (whether he be the manufacturer of the goods or not) there is an implied
condition that the goods shall be of merchantable quality; provided that if the buyer has
examined the goods, there shall be no implied condition as regards defects which such
examination ought to have revealed.”
Note that the original section is confined to sales by description and requires the seller
to deal in goods of that description.
• As amended by SOGIT 1973:
“Where the seller sells goods in the course of a business, there is an implied condition
that the goods supplied under the contract are of merchantable quality, except that
there is no such condition –
as regards defects specifically drawn to the buyer’s attention before the contract is
made; or
if the buyer examines the goods before the contract is
made, as regards defects which that examination ought to reveal.
• SOGIT 1973 also included a statutory definition of merchantable quality which
appeared as section 14(6)
of SOGA:
“Goods of any kind are of merchantable quality within
the meaning of subsection (2) above if they are as fit for
IMPLIED TERMS: SATISFACTORY QUALITY AND FITNESS FOR
PURPOSE
Key Topics
• Sale in the course of a business
• Tests of “merchantable quality” and “satisfactory quality”
• Exceptions to seller’s liability
Recommended reading
As for section 13
Articles
• “Sales of Goods in the Course of a Business”: Brown:
L.Q.R. 1999 115(July) 384-389
• “The Development of Quality Obligations in Sale of
Goods”: Mitchell: L.Q.R. 2001 117 (October) 645-663
• “Satisfactory Quality: what does it mean?”: Ervine:
J.B.L. 2004 684
History of Section 14(2) SOGA
• As originally drafted in SOGA 1893:
“Where goods are bought by description from a seller who deals in goods of that
description (whether he be the manufacturer of the goods or not) there is an implied
condition that the goods shall be of merchantable quality; provided that if the buyer has
examined the goods, there shall be no implied condition as regards defects which such
examination ought to have revealed.”
Note that the original section is confined to sales by description and requires the seller
to deal in goods of that description.
• As amended by SOGIT 1973:
“Where the seller sells goods in the course of a business, there is an implied condition
that the goods supplied under the contract are of merchantable quality, except that
there is no such condition –
as regards defects specifically drawn to the buyer’s attention before the contract is
made; or
if the buyer examines the goods before the contract is
made, as regards defects which that examination ought to reveal.
• SOGIT 1973 also included a statutory definition of merchantable quality which
appeared as section 14(6)
of SOGA:
“Goods of any kind are of merchantable quality within
the meaning of subsection (2) above if they are as fit for
