Also known as: implied warranties of merchantability · warranty of merchantability · merchantability warranty · UCC § 2-314
Written by attorneys · grounded in primary & secondary sources — see below
A warranty implied by operation of law in every contract for the sale of goods by a merchant who deals in goods of the kind sold. The warranty requires that the goods pass without objection in the trade under the contract description and be fit for the ordinary purposes for which such goods are used.
Imperial Motors sold a fleet of delivery vans to Ironwood Capital under a written contract that stated only that the vans were sold as is. After delivery the vans repeatedly failed to start in ordinary weather conditions. Ironwood Capital sued for breach of the implied warranty of merchantability. The court held the disclaimer ineffective because it never mentioned merchantability and was not conspicuous.
Isaiah Ishikawa bought a new Bronco II from a Ford dealer for daily highway commuting. While driving on a paved road the vehicle rolled over during a routine lane change. Ishikawa sued Ford for breach of the implied warranty of merchantability. The court allowed the claim to proceed because the rollover occurred during an ordinary and foreseeable use of the vehicle.
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Ilana Isaacs purchased a new automobile from Bloomfield Motors. The sales contract contained a fine-print clause attempting to disclaim all implied warranties. The car developed steering defects during normal driving and Isaacs was injured. She sued both the dealer and manufacturer for breach of the implied warranty of merchantability. The court refused to enforce the disclaimer as contrary to public policy.
Idris Ives bought retail software from ProCD that arrived with a license inside the box limiting use to one computer. Ives copied the data onto multiple machines for commercial resale. ProCD sued for breach of contract. The court enforced the license terms because the buyer had an opportunity to return the goods after seeing the terms.
Ike Ingram bought industrial tools from Chicago Pneumatic Tool Co. for routine factory use. The tools fractured under normal operating pressure and caused injury. Ingram sued for breach of the implied warranty of merchantability. The court permitted the claim because the tools were not reasonably safe for their ordinary industrial purpose.
Ismael Ibrahim bought cigarettes manufactured by Liggett Group. He developed lung cancer and sued alleging breach of the implied warranty of merchantability. Liggett argued federal cigarette labeling laws preempted the state warranty claim. The court analyzed whether the warranty claim survived the federal preemption defense.
The warranty arises automatically in every sale of goods by a merchant who deals in goods of the kind sold. No express statement is required. The seller must be acting in a mercantile capacity rather than a personal one.
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A disclaimer must specifically mention merchantability. If the disclaimer is in writing it must also be conspicuous. General language such as as is is usually insufficient unless the circumstances clearly call the buyer's attention to the exclusion.
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Goods must pass without objection in the trade under the contract description and be fit for the ordinary purposes for which such goods are used. They need not be perfect or free from every minor defect.
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Modern statutes extend the warranty to certain third-party beneficiaries such as household members and guests who may reasonably be expected to use the goods. Vertical privity requirements vary by jurisdiction.
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…negligence counts were dismissed by the court and the cause was submitted to the jury for determination solely on the issues of implied warranty of merchantability. Verdicts were returned against both defendants and in favor of the plaintiffs. Defendants appealed and plaintiffs cross-appealed from the dismissal of their negligence claim. The matter…