Law 120 Chapters 19,20,21

Under a shipment contract for the sale of a certain quantity of solar panels, the seller is required to deliver conforming goods at a particular destination

False

Under the UCC, because a contract for the sale of six freezers does not designate where the goods will be delivered, the place of delivery is the buyer's place of business.

False

Open Price Term

if the parties have not agreed on a price, the court will determine a "reasonable price at the time for delivery"

What's a good?

- Tangible and moveable - Stocks and bonds are not goods - Severed

Offer

A promise or commitment to perform or refrain from performing some specified act in the future

predominant-factor test

A test courts use to determine whether a contract is primarily for the sale of goods or for the sale of services

Unqualified acceptance

Binding contract

If there's a sale of goods

Default: UCC Can rely on: Common law

Rancho Stables orders ten saddles from Saddles, Inc. The sales contract states that if the tack is defective, Rancho will allow Saddles to repair or replace it instead of rejecting the shipment. When the gear arrives, it is defective. In this case, the perfect tender rule

Does not apply

Open Quantity Term

Failure to specify the quantity of goods to be bought and sold is fatal at common law and under Article 2

Buyer must have insurable interest Goods must be identified

Goods must exist and be identified as the ones designated in the contract

Pine Mills Inc. agrees to sell a certain quantity of plywood to Quality Lumber Company under a destination contract. Pine Mills must

Place the plywood into the hands of a Railway Transport, a carrier

If seller breaches contract

Risk of loss does not ship to buyer

If buyer breaches contract

Risk of loss does not ship to seller

Place of destination

Seller had title until tender is complete

Place of shipment

Sellers ownership of title is passed into buyer once goods are placed in the hands of the CARRIER

The seller does not pass title over to buyer until...

Tender is complete

Real Stones Inc. and Sparkling Jewelry stores enter into a contract for a sale of gemstones. The seller fails to deliver. Sparkling can recover as damages the difference between

The contract price and the market price

What a sale?

The passing of ownership to property from seller to buyer for a price

If a party to a contract has reasonable grounds to believe that the other party will not perform, he or she can demand in writing assurance of performance

True

The obligation of commercial reasonableness underlies every sales and lease contract

True

Under the UCC, good faith can never be disclaimed

True

On July 10, Bob's pet supply store orders fifty small dog collars from canine collars inc. to be delivered by July 15. On July 13 canine collars tenders fifty large dog collars. Bobs rejects the shipment. Canine collars has...

Until July 15 to cure

Commercial sales transactions

Verbal exchanges / correspondence / actions of the parties may not reveal binding contract obligation arises

Document of title

Warehouse recipes or bill of lading

Open Delivery Term

When no delivery terms are specified, the buyer normally takes delivery at the seller's place of business

Merchant

a person or company involved in wholesale trade, especially one dealing with foreign countries or supplying merchandise to a particular trade

Business Rents LLC and Cartage Trucking Inc. enter into a contract for a lease of ten hydraulic lifts. Under the perfect tender rule, Business Rents must ship or tender lifts to Cartage that, with regard to the contract specifications, conform

in every way

UCC (Uniform Commercial Code)

sales contract will not fail for indefiniteness even in one of more terms are left open as long as both of the following are true - parties intended to make a contract - reasonably certain basis for the court to grant an appropriate remedy