Contracts for goods

All of these documents are concerned with moveable goods, as opposed to land, real property, services or intangibles. Although there are many different types of contract concerned with goods, all such contracts must deal with a similar set of legal and practical issues. Typical issues to be considered include the following.

Delivery of goods

Does the physical possession of goods need to be transferred? Where goods are being delivered by one party to another, which of those parties is responsible for arranging and paying for the delivery? Must deliveries conform with an agreed timetable? What happens if they do not conform?

Ownership of goods

Will ownership in the goods pass from one party to the other? If so, when will it pass? Are there any exceptions to the general rules concerning the passage of title?

Risk in goods

Who is responsible for loss of or damage to goods during the course of the contract? If risk is to pass at some point in time, how will that point be defined? Must the party having responsibility for the goods take out insurance to cover loss or damage? If so, must the policy meet some defined requirements?

Intellectual property rights

Will either of the parties require a licence (or even assignment) of any of the intellectual property rights in the goods? What will be the terms of any such licence (or assignment)?


What warranties will the supplier give to the recipient of the goods in relation to those goods? Certain warranties are implied by statute and, depending upon the circumstances, some of those implied warranties may not be excludable.

Problems with goods

How will defects and deficiencies in the goods be handled? Must the supplier of the goods replace defective goods? Must the supplier compensate the recipient in some way? Who will decide upon the appropriate remedy?