UCC Article 2 Flashcards
What are there characteristics of a “firm offer”?
- Offer is made by a merchant
- Offeror gives assurance that the offer will not be withdrawn
- The offer is in a signed writing
Three types of express warranty
- Affirmation of fact or promise
- Description of the goods
- Sample or model - bulk will conform exactly to the sample
When do title and risk of loss pass in a delivery of shipment?
They pass to the buyer upon the carrier’s (eg. UPS) possession of conforming goods.
When do title and risk of loss pass in a delivery to destination?
They pass to buyer upon tender of conforming goods to buyer.
When a seller delivers goods without a physical movement of the goods, when do title and risk of loss pass if there is NO document of title?
The title passes to buyer upon formation of the contract. The risk of loss passes when the buyer receives the goods (if seller is a merchant; eg, risk does not belong to buyer until a couch is in the back of their truck) or upon seller’s tender of goods (if seller is non merchant; eg, seller is not liable for damage to a couch purchased at a yard sale while you go get your truck).
When goods are delivered by a seller without physical movement of the goods, when do title and risk of loss pass if goods are delivered with a nonnegotiable document of title?
Title passes upon buyer’s receipt of the document. Risk of loss passes after document is received and buyer has had a reasonable amount of time to pick up the goods (eg, if buyer receives document 10 minutes prior to warehouse closing and the warehouse burns down over night, risk of loss is with the seller because 10 minutes prior to closing was not a reasonable period of time for buyer to take possession of goods).
When a seller delivers goods without physical movement of goods, when do title and risk of loss pass if goods are delivered with a negotiable document of title?
Title and risk of loss both transfer upon buyer’s receipt of the document.
What constitutes (i.e. what is the nature of) an express warranty?
It can be oral or written, it can be in brochures or advertisements, it can be created without using words like warranty or guaranty, it can be given by both merchants and nonmerchants.
What is an implied warranty of title?
Seller has a good title and its transfer is rightful, outstanding liens, etc. are not hidden from buyer, goods are free from third party infringement (if seller is merchant).
How can a warranty of title be disclaimed?
Specific language or buyer’s knowledge of title problems. Buyer purchases goods and should be aware there is no warranty of title (eg, buying designer clothes out of the trunk of a car)
What is an implied warranty of merchantability?
Goods are warranted to be fit for ordinary use, proper kind-quality-quantity, proper packaging, conform to affirmations of fact made on label. Eg, a consumer can recover from a supermarket if they consume and get ill from a bad ham. This warranty can only be made by merchants.
How can an implied warranty of merchantability be disclaimed?
Either orally or (conspicuously) in writing, and must mention the word “merchantability.”
What is an implied warranty of fitness for a particular use?
Seller knows (expressly or by implication) the buyer’s purpose for the goods, and the buyer is relying on seller’s selection/recommendation in making the purchase.
How can an implied warranty of fitness for particular use be disclaimed?
Must be in writing and be conspicuous, and be disclaimed by words such as “sold as is,” etc.
What is required for strict tort liability?
Product is in defective condition that makes it unreasonably dangerous, seller is in the business of selling the product (i.e. a merchant), product has not been tampered with or altered.
