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Ch 8 Contracts
Business Law- Contracts for the Sale of Goods
| Term | Definition |
|---|---|
| Article 2 | Article that deals with the sale of goods. Fill in only missing or open terms |
| UCC | Uniform Commercial Code |
| UCC | Applies only to sales contracts that are agreements for the sale of goods |
| UCC defined Goods | 1. Tangible 2. Moveable from place to place |
| Offers with Open Terms | Quantity Delivery Price Payment |
| Merchant Firm Offers | Firm offer is created when a merchant offers to sell goods, in a writing that promises the offer will be held open for a certain time period |
| Non-merchant Transaction | If one of the parties in sales contract is not a merchant, the contract formed as originally offered, the additional terms are not part of the contract |
| Merchant Transactions | If both parties are merchants, additional terms can be automatically become part of the enforceable contract unless objected by offeror |
| Party hold title to a good when: | 1. The goods are actually in existences in tangible form 2. Goods are identified to the contract |
| Risk of Loss | On the seller only until the seller has delivered the goods to the carrier. If the goods are destroyed at any point after that the loss is borne by the buyer |
| Risk of Loss- Destination Contract | Requires the seller to deliver the goods to a specified destination. Any loss will be borne by seller until the goods are delivered to buyer |
| Goods Picked Up by the Buyer | If seller is merchant, risk of loss goods held by seller passes to the buyer only when buyer takes physical possession of goods. If seller is not merchant, risk of loss held by sleeper passes to buyer on tender of the goods |
| Seller's Obligation and Rights | Seller's primary obligation is to transfer or deliver conforming goods |
| Perfect Tender rule | Mede delivered right way, done everything correctly way contract specifies in fact and good faith. |
| Commercial Impracticability | When a delay in delivery or non-delivery has been made impracticable by occurrence of an unanticipated event that directly affected a basic assumption of the contract |
| Buyer's Rights and Obligations | Acceptance or rejection After seller tenders delivery and buyer has accepted goods, buyer must pay for them in accordance with the contract |
| Special Rules for INstallment Contracts | Each lot must be accepted and paid for separately. Buyer can accept one installment without giving up the right to reject any additional installments that are nonconforming |
| Non-breaching party may either: | 1. Suspend her own performance, treating the breach as final, and pursue any remedies 2. Suspend own performance, wait for period of time for breaching party to retract repudiation and perform |
| Seller's Remedies | When the breach occurs relative to whether the goods have been delivered. Usually involves lawsuits for monetary damages |
| Remedies Available to the Buyer | 1. Rejection of Goods 2. Cover 3. Lawsuit for Money Damages 4. Specific Performance |
| Remedies Following Acceptance of Nonconforming Goods | 1. Revocation fo Acceptance 2. Lawsuit for money damages |
| UNCISG | Governs sale of goods transactions between businesses in any of its74 member countries |
| Unique Provisions of UNCISG | 1. No writing required 2. INCO- International Chamber of Commerce Terms |
Created by:
ginganinjaem
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