Q&As

Where, in selling B’s goods on behalf of B, B’s agent provides to A documents independently produced by C as to the status of the goods and A relies on those documents in purchasing B’s goods; if the goods are defective, does A have a cause of action against B, B’s agent or C? In contract and/or in tort? Does it make any difference if the sale documents contain a non-reliance clause?

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Published on LexisPSL on 30/10/2017

The following Dispute Resolution Q&A provides comprehensive and up to date legal information covering:

  • Where, in selling B’s goods on behalf of B, B’s agent provides to A documents independently produced by C as to the status of the goods and A relies on those documents in purchasing B’s goods; if the goods are defective, does A have a cause of action against B, B’s agent or C? In contract and/or in tort? Does it make any difference if the sale documents contain a non-reliance clause?
  • Who to sue?
  • Breach of contract claim
  • Express terms
  • Classification of terms
  • Implied terms
  • What is the effect of the non-reliance clause?
  • Remedies

Where, in selling B’s goods on behalf of B, B’s agent provides to A documents independently produced by C as to the status of the goods and A relies on those documents in purchasing B’s goods; if the goods are defective, does A have a cause of action against B, B’s agent or C? In contract and/or in tort? Does it make any difference if the sale documents contain a non-reliance clause?

This Q&A assumes that A is a consumer and not a business.

Who to sue?

In this Q&A the brokerage acts as B’s agent. A principal (here B) is normally liable for all acts of an agent within the agent's authority, whether responsibility arises in contract or in tort. Authority means the agent's actual, apparent or usual authority. Usually therefore, a third party will be able to sue the principal, ie in this scenario A to sue B.

However, there are exceptions to this rule. For example, where the agent acts outside authority and the principal does not ratify the agent's acts, the principal is not bound. The agent is then liable under any contract, unless the third party had notice of the agent's lack of authority (Bills of Exchange Act 1882).

For more information on whether suing the agent or principal is appropriate, see our Practice Note: Agent and third party relationships.

As regards a potential claim

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