What did the Court decide in Long v. Lloyd (1958)?

The Court of Appeal held that the buyer lost the right to rescind because he affirmed the contract by continuing to use the lorry after discovering serious defects.

Does innocent misrepresentation always allow rescission?

Rescission is available for innocent misrepresentation, but the right can be lost if the party affirms the contract or delays after discovering the truth.

How did the buyer affirm the contract here?

He kept using the lorry, agreed to pay towards repairs, and sent it on a business trip. These acts showed acceptance despite known faults.

Why is Long v. Lloyd important for students?

It clearly shows the line between rescission and affirmation. Once you accept the goods after learning the defect, rescission usually ends.

What exam rule flows from this case?

If a party continues to use goods after discovering misrepresentation, the right to rescind for that misrepresentation is normally lost.

Long v. Lloyd (1958) All E.R. 402 (CA)

Quick Summary

Seller’s ad said the lorry was in “exceptional condition.” Buyer found faults but still used it, paid towards repairs, and sent it on a business trip. The Court said: once you keep using goods after knowing the defects, you affirm the deal. Rescission is then lost.

Innocent Misrepresentation
Rescission Lost by Affirmation
Acceptance by Conduct

Issues

Can innocent misrepresentation allow rescission after the contract is completed?
Did the buyer, by his acts, accept the lorry and so lose the right to rescind?

Rules

A party loses the right to rescind for misrepresentation if, after learning the truth, they affirm the contract. Using the goods, agreeing to repairs, or carrying on business with them can show affirmation.

Facts (Timeline)

Ad Seller advertises lorry as in “exceptional condition.”

Sale Buyer purchases; half paid now, half later.

Faults Found Buyer soon finds defects and breakdowns.

Repairs Buyer continues using it and agrees to pay part of repairs.

Business Trip Buyer lets his brother take it for work; it breaks down again.

Expert Check Expert says the lorry is unroadworthy.

Suit Buyer sues to rescind based on innocent misrepresentation.

Arguments

Appellant (Buyer)

Ad overstated condition → innocent misrepresentation.
Serious faults made the lorry unfit; rescission should undo the deal.
Use after purchase was limited and for testing, not affirmation.

Respondent (Seller)

Buyer kept using the lorry and paid towards repairs.
Sending it on a business trip showed acceptance in practice.
Any right to rescind was lost by affirmation.

Judgment

Held: Claim dismissed. The Court of Appeal ruled that even if there was innocent misrepresentation, the buyer accepted the lorry by his conduct. He used it, paid towards repairs, and sent it out for work. These acts were inconsistent with rejection. Rescission was therefore not available.

Ratio

Where a party, after discovering defects induced by misrepresentation, continues to use the goods and treats the contract as on foot, the right to rescind is lost by affirmation/acceptance.

Why It Matters

Exam pointer: Rescission is fragile. Any clear acceptance after knowledge of truth ends it.
Practice pointer: Stop using the goods and notify promptly if you plan to rescind.
Teaching pointer: Acts speak louder than words—conduct can affirm.

Key Takeaways

Innocent misrepresentation can ground rescission, but not after affirmation.
Using goods, paying for repairs, or sending them on work = acceptance.
Act fast: delay + conduct may bar rescission.

Mnemonic + 3-Step Hook

Mnemonic: “Fix–Use–Lose”

Fix? You learn the fault.
Use? You keep using or repairing.
Lose! You lose rescission by affirmation.

Hook: After discovery, if you drive it, you’ve bought it (in law).

IRAC Outline

Issue: Is rescission available despite later use and repair contributions?

Rule: Right to rescind ends if the party affirms the contract after learning the truth.

Application: Buyer used the lorry, paid towards repairs, and sent it on a job. Conduct = acceptance.

Conclusion: Rescission barred; suit dismissed.

Glossary

Innocent Misrepresentation: A false statement made without fraud or negligence.
Rescission: Undoing the contract and restoring parties to pre-contract position.
Affirmation: Choosing to continue with the contract after knowing the truth.
Acceptance by Conduct: Actions showing the contract is treated as valid (e.g., continued use).