Also known as: warranty of merchantability · implied warranty of merchantability · UCC 2-314
Written by attorneys · grounded in primary & secondary sources — see below
An implied warranty that arises by operation of law in a contract for the sale of goods when the seller is a merchant with respect to goods of that kind. The warranty requires that the goods be fit for the ordinary purposes for which such goods are used and pass without objection in the trade under the contract description.
Willowbrook Capital purchased brake pads from Watershed Pharmaceuticals for its delivery fleet. The invoice contained a clause stating only that the pads were sold without any guarantees. When the pads caused repeated brake failures, Willowbrook Capital sued for breach of the implied warranty of merchantability. The court held the attempted disclaimer ineffective because it never mentioned merchantability and was not conspicuous.
Wesley Wells contracted with Winslow Aviation to supply asphalt for runway resurfacing. Trade usage in the local paving industry required the seller to protect the buyer against sudden price increases. When Winslow Aviation raised prices mid-contract, Wesley Wells claimed the usage supplemented the warranty of merchantability. The court enforced the usage as part of the merchantability obligation.
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Wallace Webb rented an apartment from Winston West's management company. The unit had persistent leaks and faulty wiring that made it unsafe for ordinary residential use. Wallace Webb sued claiming the landlord breached an implied warranty that the premises were fit for their ordinary purpose. The court recognized the warranty by analogy to the merchantability standard for goods.
Whitney Washington sued a tobacco company after developing lung cancer from smoking its cigarettes. She alleged the cigarettes failed to satisfy the implied warranty of merchantability because they were unreasonably dangerous for ordinary use. The court examined whether federal labeling laws displaced the state warranty claim.
Wanda Weaver bought a sport utility vehicle from Westbrook Dynamics. The vehicle rolled over during normal highway driving, injuring her. She sued claiming breach of the implied warranty of merchantability because the vehicle was unfit for ordinary transportation use. The court distinguished the warranty claim from strict products liability.
William Williams purchased database software from Watershed Pharmaceuticals. After opening the package he discovered a license inside that purported to limit all warranties. When the software failed to perform its ordinary functions, William Williams sued for breach of the implied warranty of merchantability. The court held the license terms enforceable and the warranty claim barred.
Goods must be fit for the ordinary purposes for which such goods are used and must pass without objection in the trade under the contract description. The warranty arises automatically when a merchant sells goods of that kind unless properly excluded.
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The exclusion language must mention merchantability and, if in writing, must be conspicuous. General language such as as is may suffice under certain circumstances but still must clearly call the buyers attention to the exclusion.
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No. The warranty requires only that the goods perform their ordinary function adequately and meet trade standards. Some defects do not automatically establish a breach unless the goods prove unfit for normal use.
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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…