13.1 Vocabulary
What goods aren't included under UCC?
Money, intangible personal property, patents, and real property
What is the Perfect Tender rule?
The tender of goods to match the buyer's order absolutely
What is the difference between merchants and casual sellers?
A merchant is someone who deals regularly in the type of goods being exchanged or claims special knowledge or skill.
A casual seller is an individual who does not qualify as merchants.
What terms don't need to be included in the writing of the sales contract?
Time and manner of performance, credit and warranty terms, packaging, labeling, shipping instructions, and price.
Goods are tangible, movable items of personal property
What happens when the seller doesn't say anything about the price?
The buyer is required to pay the price that is reasonable when the goods are received
What are the three options a buyer can select in a breach of the contract?
Reject the whole, accept the whole, accept any part (separation doesn't affect the value or marketability of the remainder)
What is the difference in the treatment of merchants versus casual sellers under the UCC?
The proposals for additions to sales offers.When the offeror is a casual sale or merchant, the offeree can accept the offer but still propose changes without losing the potential to form a binding contract.
What happens in a written confirmation between both merchants?
If a merchant sends a written confirmation of an oral contract to another merchant within a reasonable time, the confirmation binds both parties. If the second merchant sends a written objection to the confirmation within 10 days, the confirmation is not binding.
What is sale?
A sale is a contract in which ownership of goods transfers immediately from the seller to the buyer for a price
They are when the buyer takes physical possession or control of the goods
What are alternative methods under the UCC?
Seller can ship the goods and thereafter notify the buyer of this action
What happens when both parties are merchants in a sales contract?
A new term inserted by the offeree automatically becomes part of the contract if the offeror fails to object within a reasonable time.
What are the exceptions to the Statue of Frauds for sales contracts?
Goods received and accepted by the buyer, buyer pays for goods and seller accepts payment, goods specially made not suitable for sale to others, and party against whom enforcement sought admits oral contract is made.
What is price?
Price is the consideration for a sale or contract to sell goods
What is the Statute of Fraud?
What is an example of an unconscionable contract and why?
Contracts of adhesion because one party dictates all the important terms and leaves the buyer with an only take it or leave it option.
Why do both parties sign a written sales contract?
What happens when payment is made full or partial payment is made?
When payment in full is accepted by the seller, oral contract is enforceable in full. When partial payment has been accepted, oral contract is enforceable only for the goods paid for if the goods can be divided.
What is barter?
When parties exchange goods for goods
What is the difference between conforming goods and non-conforming goods?
Conforming goods are goods that specifically fulfill the seller's obligations under the contract.
Non-conforming goods are goods that don't meet the buyer's specifications or are defective in some way.
What can a court do in a clause of a contract that is unconscionable?
Refuse to enforce the contract, enforce the contract without the unconscionable clause, limit the clause's application so that the contract is no longer unfair.
What term satisfies the Statue of Fraud?
Under the UCC, how can a buyer accept goods?
Buyer signifies to the seller that the goods conform the contract or will be retained in spite of their nonconformity, buyer acts inconsistently with the seller's ownership, and buyer fails to make an effective rejection after having a reasonable opportunity to inspect the goods.