warranties under UCC Flashcards
types
- Express warranty
- Implied warranty of merchantability
- Implied warranty of fitness
express warranty
o Seller’s description of, or assertion of fact about goods and is part of the basis of the bargain
o Not opinion
Implied warranty of merchantability
goods are fit for ordinary use
***read into contract if seller is merchant who deals in goods of the kind
Implied warranty of fitness
o Goods are fit the buyer’s particular purpose
o Arises only where the buyer has a particular purpose in mind, the buyer is relying on the seller to select suitable goods, and the seller has reason to know both facts
o Seller doesn’t need to be merchant
damages
• Damages
o Difference between FMV of the good as accepted and the FMV the goods would have had if it had been as warranted
o plus any incidental and consequential damage the buyer suffered as a result of seller’s breach
incidental: expenses reasonably incurred in the inspection to transportation of goods with respect to which the buyer has rightfully revoked acceptance
consequential damage: available only if they were reasonably foreseeable to the seller at the time of the contract
revoke acceptance if a defect substantially impairs the value of the good and was difficult to discover, can get refund plus any incidental and consequential damage
parol evidence rule bar the express warranty by oral?
parol evidence of a term is admissible unless the term would certainly have been included had it been agreed to.
in the absence of a merger clause in the written contract, parol evidence of the express warranty will probably be admissible.
almost all parol evidence gets in under article 2
disclaimers
for Implied warranty of merchantability: by specific disclaimers, the language must mention merchantability and be conspicuous
unless indicated otherwise, can use “as is” to disclaim implied warranties
