Round 2 Lecture 8

Question 1

sale of goods

Answer 1

• the most common contract

- article 2 UCC (also applies to mixed contracts-were the services necessary because the buyer wanted the goods?)

Question 2

who is a merchant?

Answer 2

3 tiers, the dealer, the professional, the merchant by agency

Question 3

tier 2 (the professional)

Answer 3

• a person who by his occupation holds himself out as having knowledge or skill peculiar to the practices or goods involved

Question 4

tier 1 (the dealer)

Answer 4

a person who deals in goods of the kind

Question 5

tier 3 (the merchant by agency)

Answer 5

a person to whom the knowledge or skill referred to above is attributed by his employment of any person who by his occupation holds himself as having such knowledge or skill

Question 6

good faith

Answer 6

probably does not extend to pre-contract shenanigans because other remedies may be available, for example a claim of misrepresentation., duress, or mistake
-in WI its inherent in all contracts

Question 7

obligation of good faith

Answer 7

every contract or duty within this act imposes an obligation of good faith in its performance or enforcement

Question 8

under revised UCC

Answer 8

definition the same for both (the merchant standard applies to both merchants and non merchants

Question 9

procedural unconscionability

Answer 9

the manner in which the contract was formed is unconscionable-unfairness in the formation of the contract which may include a variety of inadequacies or weaknesses such as age, lit, lack of sophistication, etc

Question 10

substantive unconscionability

Answer 10

a term or condition of the contract is unconscionable-harsh unfair or disproportionately one-sided terms

Question 11

unconscionability

Answer 11

not intended to create an affirmative cause of action and a basis for recovery of damages (can’t sue) but rather unconscionability is a defense to enforceability of a contract or its terms
-determined by the court not the jury

Question 12

which form of unconscionability is required?

Answer 12

some courts (including WI) require both to have a right to attack the enforceability of the contract

Question 13

seasonably

Answer 13

when an action is taken at or within the time agreed or if no time is agreed at or within a reasonable time

Question 14

reasonableness as to time

Answer 14

a reasonable time for taking action depends on the nature, purpose, and circumstances of such action

Question 15

a person has notice of a fact when

Answer 15

• he has actual knowledge of it
• he has received a notice or notification of it
• from all the facts and circumstances known to him at the time in question he has reason to know that it exists

Question 16

expansion of commercial practices

Answer 16

1. course of dealing - prior dealings btw the parties
2. usage of trade - business customs or practices
3. course of performance - prior performance by a party in an installment contract

Question 17

what goods can be sold?

Answer 17

• the goods must be existing

- the goods must be identified

Question 18

the goods must be existing

Answer 18

you can’t sell something that doesn’t exist-but you can enterr into a contract to sell something that will exist in the future

Question 19

the goods must be identified

Answer 19

generally occurs at the time the contract is made-more than merely describing the goods-ID is physically associating specific goods with a specific sale of goods contract

Question 20

effect of id having occurred

Answer 20

special property right created in the buyer:

• buyer has insurable interest
• availability of certain remedies to the buyer in the event seller refuses to deliver the goods
• buyers right to inspect the goods is triggered

Question 21

trial sales

Answer 21

whenever buyer has contracted for the privilege to return the goods even though they are conforming

Question 22

sale or return contract

Answer 22

• regarded as a completed sale subject to the return -policy

- I’ll sell the goods to my own customers or I’ll return them to my seller

Question 23

sale on approval

Answer 23

• buyer is treated as a bailee until buyer accepts the goods

- the sale is completed if I approve the goods because they serve my purpose