performance Flashcards
Parole evidence
same shit
warranty
promise that shifts the risk to the party making the promise
warranty of title
all sellers warrant that title is good and transfer is rightfull
express warranty
promise affirming or describing goods that is part of the basis of the bargain unless it is simply an opionion
sample or model creates an express warranty
implied warranty of merchantability
merchant dealing with the goods @ issue
ordinary purpose @ time of sale
can merchant disclaim this?
yes if clear
implied warranty of fitness for a particular purpose
buyer relies on seller’s expertise; warrants goods will meet that special purpose
can a non-merchant use this?
yes
can the warranty be disclaimed?
yes
UCC requires
percect tender
what is perfect tender
perfect goods and delivery
properly reject goods, buyer must
1) notify seller within reasonable time
2) notify seller of particular defect
3) hold goods for a reasonable time so seller can get it back
if goods are rightfully rejected and the buyer has paid some of purchase price
she will have a SI in the rejected goods
if seller fails to give reasonable instructions she can
1) store goods on sller’s account
2) ship back
3) resell
revoking acceptance
buyer may revoke acceptance– i.e. defect emerges within a reasonable time
seller right to cure
fails to tender perfect goods and there is time left on the k or there were reasonable grounds to believe homie would accept, you gotta give them a chance to cure
perfect delivery
default is 1 shipment
ucc allows for flexibility of goods
buyer can reject a specific delivery that is not perfect only when there is a substantial imparment in that installment that cannot be cured
method of tender/delivery in a goods contract
seller’s place of business– if goods are tendered at the seller’s place of business, then the seller just needs to give the goods to the buyer
shipment k- get goods to common carrier, make arrangements for delivery, and notify the buyer
destination k- fob buyer’s place of business– seller must get the goods to the buyer’s business and notify the buyer
risk of loss
1) if stated in agreement, that controls
2) if not, determine whether any party has breached
if so, breaching party bears risk of loss
3) if no breach ask what type of delivery k it is
shipment contract- the risk of loss rests with buyer
destination k- risk of loss sets with the seller
if none apply, ask if merchant and it stays with them
