Sales Contract - 14 Flashcards
What is an output contract
This is a contract that says that the seller will sell to the buyer everything that they produce
This is an enforceable output contract
IS an oral agreement to sell goods for more than $500 enforceable
Normally they are not enforceable because they should be in writing. An exception is when the goods have been custom manufactured for the customer
In this case the buyer is on the hook for the entire contract price
What is a warranty of title
This provides assurance that the buyer is obtaining the goods free from any other claims
It is present in ALL sales of goods unless disclaimed
It is implied - so no need to be in writing
What are your rights as a buyer under UCC Sales Article
- Buyer has the righter to buy a substitute good (cover)
- or a right to capture identified goods (capture)
- they can demand specific performance if unique goods are involved
Can a buyer sue for punitive damages under UCC Sales Article
No - they can not
What is the implied warranty of merchantibility and can you disclaim
The implied warranty of merchantability is the automatic warranty say that the goods are in fair condition for their normal and ordinary purpose
It is implied when a a seller is a merchandiser
It can be disclaimed in writing or oral by the merchandiser
To establish a strict liability claim what must the plaintiff establish
That the defendant was in the business of selling the product
What does UCC cover
It cover s the sale of goods not services
sale of services is covered by common law not UCC
What is an express warranty and and an example
AN express warranty happens when you are given a sample, you approve sample and when the shipment arrive you can judge if the actual shipment is like or not like the sample
The sample become the basis of the bargain
If you do not have it written in the contract where the item will be deliver, the time frame for payment or the right to inspect - what rights for the buyer is implied
the buyer will pick them up at the seller
seller only need stop hold the goods
Buyer is entitled to inspect the goods before accepting them
Payment is due at the time the goods are picked up
Can a buyer request a guarantee of performance by the seller
Yes they can
If the seller refuses to give the guarantee of performance when requested the buyer can cancel the contract
What does strict liability imply
That there is no need to prove negligence on the part of the defendant
It is the product that is defective and damages occurred because of the defect
What is contributory negligence
This is when the buyer misused the product
what defense can you as a manufacurer use in a negligence case
You can say that you followed the customary practices of an industry
What kind of sales are involved in the UCC Sales article
goods or tangible personal property
What are some of the specific rules to UCC Sales Article
- many obligations that are only applicable to merchants include:
- honoring a firm offer
- both parties must perform it in good faith
- all sales are covered regardless of price
What is a implied warranty of titles
It arises automatically - does not have to be written
- the seller must deliver the goods free from any lien that the buyer was not aware of at the the time the contract was made
- applies to all sales - not just merchandisers
When goods are sent pursuant to a shipment contract - who is generally responsible for freight charges
The buyer is responsible for freight expenses
What kind of liability does a common carrier have
strict liability for the goods it transports
What is a warranty of title
This automatically exists in all sales
How is a firm offer created
It must be created by a merchant, must be in signed writing, and it must be for a reasonable period of time
What is a sale or return contract
Under the Sales Article of the UCC, a sale or return contract transfers title and risk of loss to the buyer at the time of sale but they revert back to the seller if the goods are returned.
What happens in a COD arrangement
In a C.O.D. arrangement, the buyer must pay the carrier for the goods before the carrier may tender delivery, after which the buyer may possess the goods and perform inspections.
Under UCC CAN you make a change to the contract and have it be binding
In a contract for the sale of goods covered under Article 2 of the UCC, a contract modification, such as a change in the delivery date, will be binding without additional consideration.