Business Law 305 CH 10
The _______ sometimes simply referred to as the Code, is a model statute published by the National Conference of Commissioners of Uniform State Laws (NCCUSL), a private organization.
Uniform Commercial Code
In the context of contracts for the _______, Article 2 of the UCC should be thought of primarily as a strategic _______ in cases where the parties have not agreed otherwise to specific terms. (Choose two correct answers)
- sale of goods - gap filler
UCC Article 2 governs _______ agreements, and if the parties to a sales transaction have not expressly agreed on certain terms, such as quantity and delivery dates, the _______ rules apply. (Choose two correct answers)
- sales - default
Article ______ of the UCC covers the leasing of goods, while Article 9 covers _______. (Choose two correct answers)
- secured transactions - 2A
Default rules _______ at the time they enter into their contract because the parties can 'overrule' or _______. (Choose two correct answers)
- can be modified by the parties - create their own terms and conditions
In "_______" contracts involving the sale of goods - as well services - courts apply the "predominant purpose test" to determine whether the contract is governed by UCC Article 2 or ________.
- common law - mixed
The ______ UCC provisions are connected to the notion of a(n) _______ contract which fully specifies the rights and duties of the parties to the contract. (Choose two correct answers)
- complete - Article 2
A(n) _______ rule is a rule of law that is designed to fill "_______" in business contracts to help courts rule on unexpected or unforeseen situations that might occur after a deal is made. (Choose two correct answers)
- gaps - default
Under the "__________" test, courts must discern the main purpose or thrust of a contract to determine whether the transaction predominately involves the sale of _______ or not. (Choose two correct answers)
- goods - predominant purpose
Article 2 of the UCC facilitates business transactions by providing both _______ and _______ with a standard set of default rules for the sale of goods.
- merchants - consumers
The UCC defines "goods" as property that is (1)______ and (2) _______. (Choose two correct answers)
- movable - tangible
The underlying policy goal of Article 2 of the UCC is to: _______ and _______. (Choose two correct answers)
- promote commercial efficiency - the completion of business transactions
Article 2 treats '______' in special ways, and includes anyone who is _______ a particular good. (Choose two correct answers)
- regularly engaged in the sale of - merchants
True or false: LiquidatorsPlus sells Joe a washer-dryer combo for $950. The contract is governed by the common law.
False
The UCC Article 2 rules apply to _______, unless the parties explicitly agree to override it with a different rule of their choosing.
all parties to a transaction
Generally speaking, _______ applies to contracts involving the provision of services, while _______ applies to contracts involving the sale of goods.
the common law, Article 2 of the UCC
Provisions of UCC Article 2 can be used as a(n) _________, and if an unexpected problem does occur, courts will then apply those default rules to fill any gaps in a contract.
default rules
The UCC is important because _______.
every state has now adopted all, or substantially all, of the provisions of the UCC
Suppose Tom, a car dealer, and Joe, a consumer, are negotiating to have a car delivered. The parties agree for 5% down to be held in escrow pending the arrival of the car within 30 days. These terms that Joe and Tom have agreed upon are considered _______ terms to the contract.
mandatory
The UCC imputes a certain level of knowledge and awareness to _______ and allows their transactions to proceed in an expedited manner without the necessity for safeguards intended for _______.
merchants, average consumers
Article 2 of the UCC applies only to agreements for the _______.
sale of goods
Article 2 of the UCC governs contracts involving the _______,
sale of goods
