chapter 8

The covers parties that maintain a place of business in one of the participating countries.

Blank 1: CISG

damages result from some consequences or results of a breaching act

Blank 1: Consequential

is only available as a remedy when the goods are unique or unavailable in the market, and money damages would not provide adequate remedy.

Blank 1: Specific Blank 2: Performance

Failing to pay for goods, or otherwise failing to meet obligations under the contract, are examples of a buyer's of contract.

Blank 1: breach or breaches

The of and clauses in a contract determines which nation's laws and court system will be used in a potential lawsuit under that contract.

Blank 1: choice Blank 2: law Blank 3: forum

Unanticipated events that directly impact the contract, causing delay or nondelivery, may be excused on the basis of impracticability

Blank 1: commercial

Unanticipated events that directly impact the contract, causing delay or nondelivery, may be excused on the basis of impracticability.

Blank 1: commercial

The UCC states that title passes to the buyer at the time and place that the seller performance by making a delivery of the goods.

Blank 1: completes Blank 2: physical

Losses that do no flow directly from the act of a breaching party are damages.

Blank 1: consequential

Under the CISG, the seller is given an opportunity to even if performance is past due.

Blank 1: cure

In the context of the UCC provision relating to risk of loss, in the event that a seller delivers nonconforming goods, the risk of loss remains with the seller until

Blank 1: cure Blank 2: acceptance

In the context of the UCC provision relating to risk of loss, in the event that a seller delivers nonconforming goods, the risk of loss remains with the seller until or .

Blank 1: cure Blank 2: acceptance

Auction fees and broker's commission charges are examples of damages.

Blank 1: incidental

Charges for stopping delivery and transportation costs associated with a buyer's breach are referred to as damages.

Blank 1: incidental

Under the UCC, have a duty to act in a reasonable manner.

Blank 1: merchants Blank 2: commercially

Once a buyer has accepted the goods, the buyer must (one word) for the goods in accordance with the associated contract.

Blank 1: pay

To satisfy the statute of frauds writing requirement under the UCC, the writing must contain of goods, language indicating an objective intent to contract, and the of the party against whom enforcement is sought.

Blank 1: quantity Blank 2: signature

A buyer may forfeit the right to revoke acceptance of nonconforming goods if the buyer fails to notify the seller of the revocation in a time.

Blank 1: reasonable

Relief mechanisms under the UCC are called .

Blank 1: remedies

The UCC provides the buyer with for breach to prevent further damages and to compensate for loss. (Please use one word per blank.)

Blank 1: remedies or remedy

An agreement is if one party communicates in a way that is inconsistent with performance.

Blank 1: repudiated or breached

Notice given within an agreed time, or within a reasonable time under the circumstances, is said to be notice

Blank 1: seasonable or seasonal

Notice given within an agreed time, or within a reasonable time under the circumstances, is said to be notice.

Blank 1: seasonable or seasonal

When the goods are so unique that cover or money damages are not sufficient remedy, the buyer may ask a court to order

Blank 1: specific Blank 2: performance

A buyer can accept nonconforming goods and for damages associated with the nonconformity.

Blank 1: sue

A seller's obligation under the UCC to have or tender the goods, to notify the buyer of the tender and to take action to allow the buyer to take delivery is referred to as the of doctrine.

Blank 1: tender Blank 2: delivery

Under the CISG, a buyer must give notice of the non conformance to the seller.

Blank 1: timely or reasonable

True or false: A buyer does not have any options when a seller violates the perfect tender rule.

False

The term FOB refers to what method of shipment when used in international contracts?

Freighter ship

Risk of loss in a non delivery contract where the seller is a merchant calls for risk of loss to pass to the buyer when the buyer takes possession of the goods.

physical

Which of the following is not a remedy available under cover?

punitive damages

Under the UCC, the goal of remedies is to:

put the parties in the position they would have been in had the contract been completed

Which of the following buyer options is (are) recognized under the UCC for the seller violating the perfect tender rule:

reject entire shipment in a reasonable time accept as is accept some of the goods and reject the non conforming goods in a reasonable time

When a seller has delivered nonconforming goods and the buyer has the right of rejection, risk of loss:

remains with the seller until cure or acceptance

The right to cure means that if a buyer rejects goods, the seller may

repair or replace the rejected goods.

When nonconforming goods are rejected by the buyer, the seller must be given notification.

seasonable

Notification to the other party within an agreed-upon time or a reasonable amount of time is called __________.

seasonable notice

Under a contract the seller is to deliver the goods to the carrier.

shipment

In an installment contract, a buyer may reject an installment only if the nonconformity impairs the value of the installment and the nonconformity cannot be cured.

substantially

If the seller's time for performance has not passed, the seller may cure by giving notice of intent to cure and

tendering conforming goods to replace the rejected goods.

Which of the following is (are) correct regarding installment contracts?

the buyer can accept one installment without forfeiting the right to reject additional nonconforming installments the buyer can reject an installment only if the nonconformity substantially impairs its value and the nonconformity cannot be cured

Which of the following are correct regarding rightful rejection?

the buyer must notify the seller of the rejection the buyer is discharged from performing under the contract

Which of following must occur before the buyer is allowed to revoke acceptance?

the buyer notifies the seller of the nonconformity in a reasonable time nonconformance substantially impairs the value of the goods

Which of the following is not correct in regards to a buyer accepting nonconforming goods from a seller:

the buyer's right to recovery is limited to gross damages the buyer may seek an injunction that prohibits the seller from entering into similar transactions with other buyers

In a non-shipment contract involving a non-merchant seller, risk of loss passes to the buyer when _____.

the goods are tendered

Buyers may seek specific performance to obtain the exact goods under contract, rather than cover or money damages, when

the goods are unique and a replacement cannot be obtained.

Under a shipment contract title passes to the buyer when:

the seller delivers the goods to the carrier

The legal term for the right of ownership in a good is:

title

True or false: Under the UCC all contracts are generally considered shipment contracts unless the parties have agreed otherwise.

true

Examples of a buyer's breach of contract include: (Check all that apply.)

wrongfully revoking acceptance of the goods. failing to pay for conforming goods. rejecting conforming goods.

Which of the following is an exception to the general rule that additional acceptance terms between merchants automatically becomes part of the enforceable contract?

The offeror raises an objection to the additional terms within a reasonable time period per industry standards. The additional term is a material change.

Identify the remedies available to a seller if a breach occurs before goods are received by a buyer. (Check all that apply.)

The seller can resell the goods at fair market value The seller can cancel the contract or discontinue performance.

The __________ provides remedies to protect the buyer from further damages and compensate her for any losses suffered due to the breach.

UCC

The UCC treats repudiation as:

a breach

Communication of repudiation can occur in which of the following ways:

action writing oral

In a sales contract between merchants, additional acceptance terms are part of the enforceable contract with few exceptions.

automatically

If a buyer rejects conforming goods, or fails to pay for the goods, the buyer is in of the contract.

breach

Incidental damages must be reasonable.

commercially

Goods that conform exactly to the agreed-upon terms in the contract are:

conforming goods

Damages that do not flow directly and immediately from the breaching act are referred to as:

consequential damages

If the seller delivers nonconforming goods, the buyer has the option to , which means the buyer may purchase replacement goods and sue for any difference in cost.

cover

The UCC concept of allows a non-breaching buyer to cancel the contract and purchase substitute goods.

cover

The UCC provides that a non-breaching buyer may purchase substitute goods and sue the seller for any differences or costs under the concept of

cover

The right of a buyer to treat a contract as canceled and to purchase substitute goods is known as the right of:

cover

The seller's right to means that the seller may replace or repair goods that the buyer has rejected.

cure

Which of the following terms is used in a contract to provide agreement as to which court an issue will be litigated in? (Check all that apply.)

forum selection clause choice of law clause

Which of the following under the UCC governs the delivery process:

general reasonableness

To cure rejected goods, a seller may: (Check all that apply.)

give notice of intent to cure and tender new goods. repair or replace the goods

Honesty in fact in the conduct or transaction concerned is the UCC definition for:

good faith

When the seller has marked or designated the good in some fashion has occurred.

identification

Unanticipated events that impact the contract to cause delay or nondelivery are said to be commercially

impracticable

Under the UCC and in the absence of an agreement otherwise, a buyer must pay:

in full at the time and place the goods are received

Expenses incurred after a buyer's breach such as the cost of stopping delivery and transportation costs are classified as:

incidental damages

What type of contract allows for each lot to be accepted and paid for separately?

installment

Which of the following is true about the CISG?

it only covers contracts for the sale of goods between merchants

Under a shipment contract, risk of passes from the seller when the goods are delivered to the carrier.

loss

If an additional term between merchants creates a change to the agreement then the additional terms are not automatically part of the contract.

material

A commercially reasonable manner means that merchants must:

observe industry standards

The tender rule requires a seller to tender goods as exactly stated in the contract.

perfect

The seller's obligation to tender goods in a manner that matches the contract terms in every respect is known as the:

perfect tender rule