Sales VA Rules

Question 1

What governs the sale of goods?

Answer 1

UCC Article 2

Question 2

What are “goods?”

Answer 2

All things movable at the time they are identified as the items to be sold under the contract

Question 3

What is a “merchant?”

Answer 3

One who regularly deals in goods of the kind sold or who otherwise by their profession holds themselves out as having special knowledge or skills as to the practices or goods involved

Question 4

If a contract is for both goods and services, how will you determine whether the UCC applies?

Answer 4

• Determine which aspect is dominant and apply the law governing that aspect to whole K
• If K divides payment between goods and services, Article 2 will apply to sale portion and common law to services

Question 5

What is the requirement of “good faith?”

Answer 5

Honesty in fact and observance of reasonable commercial standards
* Commonw law also imposes duty of good faith and fair dealing, a breach of which usually involves exercising discretion in a way that deprives the other party of the fruits of K