480 ch 21
for any interest to pass to buyer, goods must be:
(1) in existence and (2) identified as specific goods in sales contract.
voidable tile (and leases)
-good faith purchaser keeps good -good faith lessee retains possession
contract between seller and buyer usually determines when title passes:
-upon physical delivery or -when agreed to by the parties
Big Beef, Inc. raises calves to sell. Big Beef breeds its cows in April, and the cows calve in February of the following year. In January Andrea contracts with Big Beef to buy fifty calves. Identification takes place in
April, when the calves are conceived
Drill Makers, Inc., and Edge Mine & Mill Supply Stores enter into a contract for a sale of mining drill bits. The contract indicates that the price includes transportation costs to a specific destination by including the term
F.O.B.
Gas & Wood Stove Shop receives Hearthwarm-brand stoves from Independent Dealer, Inc., under a sale or return agreement. While the stoves are in Gas & Wood's possession, title is held by
Gas & Wood
Household Appliance Corporation sells Ideal-brand vacuum cleaners to Jolly Discount Stores and other retailers. Household Appliance will have an insurable interest in the players as long as
Household Appliance retains title to the goods
Motor Vehicles Service Company orders NoBounce-brand shock absorbers from Parts & Tools, Inc., to be delivered by the seller. Before Parts & Tools' truck arrives with the goods, Motor Vehicles tells Parts & Tools it will not pay. The shock absorbers are destroyed in transit. The loss is suffered by
Motor Vehicles to the extent of a deficiency in Parts & Tools' insurance coverage.
Organicos Café orders five gallons of PureMaid-brand transfat-free oliveoil from Quico Cooking Supplies, Inc. Quico mistakenly ships soyoil, which Organicos keeps, despite the nonconformity. The oil is destroyed in a fire. The loss is suffered by
Organicos Cafe
Quaff n' Quench Café buys twenty-five crates of oranges from Reynaldo Produce, Inc. The parties agree to ship the oranges "F.O.B. Quaff n' Quench " via Swiftline Trucking Company. The oranges rot in transit. The loss is suffered by
Quaff n' Quench
Pipes & Culverts Company orders six irrigation pumps from Quality Plumbing, Inc. The pumps are stored in Restorers Warehouse. Under the terms of the order, Quality must give Pipes & Culverts a warehouse receipt for the goods, which the buyer will then pick up. Title to the goods passes to Pipes & Culverts when
Quality gives Pipes & Culverts a warehouse receipt for the drives
Megan, an agent for a department store, orders one hundred dresses from Sal's Clothing Shop for the Spring Blossom Sale. There is no specific agreement in the sale contract indicating when title will pass to the department store. The title will pass to the department store when
Sal's Clothing Shop physically delivers the dressed to the department store
Quest Outdoor Store orders RiverRun-brand kayaks from Sports Merchandise, Inc. Sports Merchandise mistakenly ships kayaks of the wrong size, which Quest rejects and returns via Trans-State Shipping Company. During the return, the kayaks are lost. The loss is suffered by
Sports Merchandise
Stubbs buys a Tred-brand bicycle from his brother, Uriah. Uriah agrees to keep the bike at his house until Stubbs picks it up. During a storm, a tree falls from Victor's yard onto Uriah's garage and destroys the bike. The loss of the bike is suffered by
Stubbs
With a bill of lading, Interstate Transport Company acknowledges possession of certain goods and contracts to deliver them. Interstate Transport is
a bailee
QuickFreeze Storage, a bailee, holds goods for Restaurant Purveyor, Inc., which has contracted to sell the goods to Seafood Dining Company. The goods are to be delivered without being moved. The risk of loss will pass to Seafood Dining when it receives
a negotiable document of title
Effortless Workouts, Inc., offers to sell a treadmill to Farouk and sends it to him on a trial basis. This is
a sale on approval
Business Banners, Inc., and Cam's Auto & Truck Sales Dealership enter into a contract for a sale of thirty advertising banners emblazoned with Cam's logo. The terms do not explicitly or clearly indicate whether it is a destination or shipment contract. A court would normally presume that it is
a shipment contract
Outdoor Outfitters Store contracts to buy fifty tents from Pitched Camp, Inc. Unless the contract states otherwise, it is assumed to be
a shipment contract
Foster contracts with Golf Carts Unlimited, Inc. to buy five golf carts. The contract lists the five carts as GC001, GC002, GC003, GC004, GC005. Identification
has taken place
Roadtrip County Fairs Corporation orders from Stuffed Animal Sales, Inc., goods that are stored in a Toy Box Maxi-Storage warehouse. Roadtrip pays for the goods, delivery is via the transfer of a negotiable warehouse receipt, and Roadtrip moves the goods out of the warehouse. The risk of loss passes to the buyer when it
receives the negotiable warehouse receipt
shipment contracts
risk of loss passes to buyer when goods tendered to carrier (-if goods damaged in transit, Buyer bears risk of loss)
sale or return
risk of loss passes to buyer when she possesses goods
sale on approval
risk of loss passes when buyer approves- express or implied
shipment
title passes at time and place of shipment
with document title
title passes when and where document delivered
destination
title passes when goods are tendered at the destination
without document
titles passes when sales contract is made, if goods have been identified, or when identification occurs if they have not been identified
void title
true owner gets goods back
Johan steals Krispin's car and sells it to Lemar. Krispin can recover the car from Lemar
under any circumstance
Moving & Storage Company holds goods for National Distribution Corporation, which contracts to sell them to Omni Stores, Inc. The goods are to be delivered without being moved and are represented by a negotiable bill of lading. The risk of loss passes to Omni Stores
when Omni Stores receives the bill of lading
