KembaraXtra - Legal Terms - Sale by Description

A sale by description is a contract for the sale of goods in which the goods are identified by descriptive words rather than solely by physical inspection. The description forms an essential part of the contract. Examples include the sale of “1,000 tonnes of Western White Wheat” or goods identified by make, model, or specification. Even where specific goods are available for inspection, the contract may still be a sale by description. The buyer is entitled to receive goods that correspond exactly with that description.

The Sale of Goods Act 1979 implies a condition that goods sold by description must match the contractual description. This implied condition applies whether the sale concerns existing goods or goods to be supplied later. Minor differences may amount to a breach if they affect the contractual description. The rule protects buyers from receiving goods that differ from what was agreed. Accuracy of description is therefore essential.

If the goods fail to correspond with the description, the buyer may reject them provided rejection occurs within a reasonable time. Alternatively, the buyer may accept the goods and claim damages for breach of contract. The available remedy depends upon the circumstances and the buyer’s actions. Prompt inspection and notification are often important. Delay may result in loss of the right to reject.

A sale by description may also involve implied terms concerning satisfactory quality and fitness for purpose. These protections operate independently of the descriptive requirement. Goods may therefore comply with the description but still breach other implied conditions. Conversely, goods of excellent quality may nevertheless be rejected if they fail to match the contractual description. Each implied term serves a distinct legal function.

The concept of sale by description remains an important safeguard in commercial transactions. Buyers frequently rely on descriptions when purchasing goods they have not personally inspected. Accurate descriptions promote confidence in trade and reduce disputes. Sellers must ensure that contractual descriptions are truthful and precise. Compliance with descriptive obligations remains a fundamental requirement of sales law.