Ch. 19: Introduction to Sales and Leases Flashcards
Goods
Movable personal property
Sale
Transfer of title to goods from seller to buyer for a price
Lease
A transfer of right to possession and do use of goods in return for consideration.
Consumer leases
Leases by a merchant to an individual who leases for personal, family, or household purposes for no more than $25,000.
Finance lease
Special type of lease transaction generally involving three parties: the lessor, the supplier, and the lessee.
Sales transactions
Governed by Article 2 of the Code, except when general contract law has not been specifically modified by the code, general contract law continues to apply.
Transactions outside of the Code
Include employment contracts, service contracts, insurance contracts, contracts involving real property, and contracts for the sale of tangibles.
Least transactions
Governed by Article 2A of the Code, but when general contract law has not been specifically modified by the Code, general contract law continues to apply.
Fundamental principles of Article 2 and Article 2A
To modernize, clarify, simplify, and make uniform the law of sales
Good faith
Honesty in fact and observance of reasonable commercial standards of Fair dealing.
Unconscionability
A court may refuse to enforce an unconscionable contract or any part of a contract found to be unconscionable
Procedural unconscionability
Unreasonable bargaining process
Substantive unconscionability
Grossly unfair contractual terms
Course of dealing
Sequence of previous conduct between parties establishing a basis for interpreting their agreement
Usage of trade
Practice her method of dealing regularly observed and followed in a place, vocation, or trade
Merchant
Dealer in goods or person who by his occupation holds himself out as having knowledge or skill peculiar to the goods
Freedom of contract
Most provisions of the Code may be buried by agreement
Validation and preservation of sales contract
The Code reduces formal requisite‘s to the bare minimum and attempts to preserve agreement whenever the parties manifest an intention to enter into a contract
Definiteness of an offer
The Code provides that a contract does not fail for an definiteness even though one or more terms may have been omitted; the Code provide standard by which missing essential terms may be supplied.
Option
Contract to hold open an offer
Firm offer
Signed writing by Merchant to hold open an offer for the sale or purchase of goods or the lease of goods
Variant acceptances
The inclusion of different or additional terms in an acceptance is addressed by focusing on the intent of the parties.
Manner of acceptance
And acceptance can be made in any reasonable manner and is affective upon dispatch
Auction
Auction sales are generally with reserve, permitting the auctioneer to withdraw the goods at anytime prior to sale.
Contractual modifications
The Code provides that a contract for the sale or lease of goods maybe modified without you consideration if the modification is made in good faith.
Statute of frauds
Sale of goods costing $500 or more (or the lease of goods for $1000 or more) must be evidenced by a signed writing to be enforceable.
Written compliance
The Code requires some writing or writings sufficient to indicate that a contract has been made between the parties, signed by the party against tune enforcement is sought or buy her authorized agent or broker, and including a term specifying the quantity of goods.
Parol evidence
Contractual terms that are set forth in a writing intended by the parties as a final expression of their agreement may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, but such terms may be explained or supplemented by course of dealing comma usage of trade, or so performance, or consistent additional evidence.
