Ch 13

Question 0

Sales contract

Answer 0

Contract for for sale of goods where ownership of goods is

Transferred from seller to buyer at a price

Question 1

Article 2 (Sale of Goods) of the UCC: 3 objectives

Answer 1

1 sets requirements on sales contracts + how they’re formed

2 Regulates performance and obligations under sales Contracts

3 sets remedies for breaches by buyer or seller

Question 2

UCC Article 2 applies only to…

Answer 2

An actual sale

Question 3

Sale

Answer 3

Passing of title to property from the seller to the buyer for a price

Question 4

Tangible property

Answer 4

Property that has physical existence

Covered by article 2

Question 5

Merchant

Answer 5

Person engaged in the purchase and sale of goods

Is considered to have a high degree of expertise

Question 6

The scope of article 2A of the UCC

Difference btw article 2A and article 2

Answer 6

Uniform Laws and guidelines regarding leases of goods

Article 2A is basically a repetition of article 2 except it
Applies to lease of goods instead of the sale of goods

Question 7

Lease

Answer 7

Under the UCC, a transfer of the right to possess and use

Goods for period in exchange for payment

Question 8

Lessor (in lease of personal property)

Answer 8

Person who transfers his or her right to possess and use

Certain goods for period in exchange for payment (rent)

Question 9

Lessee (in lease of personal property)

Answer 9

Person who acquires the right to possess and use another’s

Goods for a period in exchange for paying rent

Question 10

Open terms

Answer 10

Contract can be enforceable even when some of the terms are
Left unspecified

Ex. Leaving open: price, payment, delivery

Question 11

Firm offer (by a merchant)

Answer 11

Offer that’s irrevocable without consideration for a stated period
Of time

Firm offer by merchant must be in writing and be signed by
Offeror

Question 12

Tender of delivery (under the UCC)

Answer 12

Seller’s or lessor’s act of placing conforming goods at the
Disposal of the buyer or lessee

And giving buyer or lessee whatever notification reasonably
Necessary to enable them to take the delivery (delivered at
Reasonable hour)

Question 13

Conforming goods

Answer 13

Goods that conform to contract specifications

Question 14

Perfect tender rule

Answer 14

Rule under which seller/lessor is required to deliver goods that
Conform perfectly with requirements of contract

A tender of no conforming goods automatically constitutes a
Breach of contract

Question 15

Cure

Answer 15

Right of seller or lessor to repair, adjust or replace defective
Or nonconforming goods

Question 16

The right of cure substantially restricts…

Answer 16

The right of the buyer or lessee to reject the goods

Question 17

Anticipatory repudiation

2) What may the nonbreaching party do under this circumstance?

Answer 17

When one party communicates to the other that it does not
Intend to perform under the contract

2) Suspend performance

Question 18

Cover

Answer 18

Buyer’s or lessee’s purchase on open market of goods to
Substitute for those promised and never delivered by seller

Under UCC if cost of cover exceeds the cost of contract goods,
The buyer can recover the difference + incidental and consequential
Damages

Question 19

Consequential damages

Answer 19

Compensate for loss (such as lost profits) that isn’t direct

But reasonably foreseeable at time of breach

Question 20

Express warranty

Answer 20

Seller’s/lessor’s oral or written promise of fact, ancillary to an
Underlying sales or lease agreement

Pertains to quality, description or performance of goods
Being sold or leased

Question 21

Implied warranty

Answer 21

Warranty that the law derives by inference from the nature of
Transaction

Or relative situations and circumstances of the parties

Question 22

Implied warranty of merchantibility

Answer 22

Warranty that goods being sold or leased are reasonably fit
For ordinary purpose which they are sold/leased for

Are properly packaged and labeled, of fair quality, autimatically
Arises in sale from merchant these deals in goods of its kind

Question 23

Implied warranty of fitness for a particular purpose

Answer 23

Warranty arises when seller/lessor knows the purpose for
Which buyer/lessee will use the goods

Also knows buyer/lessee is relying on skill and judgement of
Seller or lessor to select suitable goods

Question 24

course if dealing

Answer 24

Prior conduct btw/parties to contract that establishes a common
Basis for their understanding

Question 25

Usage of trade

Answer 25

Any practice or method of dealing having regularity of observance
In place, vocation or trade

Justifies expectation that will be observed with respect to
Transaction in question

Question 26

E-contract

Answer 26

Contract that is formed electronically

Question 27

Liscensing

Answer 27

Giving permission for the right of use

Ex. Permission to use software

Question 28

Click-on agreement

Answer 28

Agreement that arises when a buyer engaging in a transaction
On a computer indicates his or her assent

Assent is bound by clicking on button that says “I agree”

Question 29

Browse-wrap terms

Answer 29

Terms and conditions of use that are presented to Internet
User in times that products (like software) are being downloaded

User need not agree before being downloaded and installed
Can agree after product is installed

Question 30

E-signature

Answer 30

Electronic function intended to have legal effect of a signature