UCC

Question 1

Good must be identifiable

Answer 1

before any interest can pass from seller to buyer; therefore risk of loss has not passed yet

Question 2

Goods that are in existence before the contract is entered into

Answer 2

are identified when contract is formed.

Question 3

Fungible goods

Answer 3

goods that cannot be identified due to homogeneous qualities or that are mixed together that they can’t be distinguished by individual units.

Question 4

Future goods

Answer 4

goods to be manufactured: goods are identified when shipped, marked or otherwise designated for the buyer.

Question 5

once goods are in existence and identfied

Answer 5

title and risk of loss can pass at the time parties expressly agree

Question 6

Delivery Terms

Answer 6

FOB- place of shipment- title and ROL pass upon delivery of conforming good to the carrier
FAS- free alongside vessel

Question 7

Passage of title

Answer 7

Determine whether contract is a delivery or nonshippment contract
- in absense of seller’s place of business

Question 8

Non delivery/shipment contracts

passage of title

Answer 8

determine whether there is a document of title involved with goods and the contract
if NONE, title passes at moment the contract is made. (identification and title passage occur at the same time)
-if there is a document of title and its non negotiable then title passes to buyer upon buyer’s receipt of document

Question 9

Shipment contracts- passage of title

Answer 9

FOB place of shipment or FOB seller’s place of business then the title passes when goods delivered to the common carrier

If FOB place of destination or buyers city then title passes when seller’s tender of conforming goods at place of contract destination.
—tender is KEY- proper tender is goods arrived and they are available for buyer to pick up and buyer has been notified.

Question 10

Delivery ex-ship and Deliver

Answer 10

Title and risk of loss do not pass until the ship arrives at port of destination and not until goods leave the ship’s tackle or otherwise properly unloaded.

Question 11

Passage of LOSS

Answer 11

goods must be identified or risk cannot pass.
risk of loss in non delivery contracts -
if merchant risk of loss does not pass until buyer actually gets possession–think Best Buy
if non merchant then risk of loss is passed upon payment- think yard sale.

Delivery contract
-FOB shipment- passes upon deliver to common carrier
FOB destination- ROL passes at time of tender.

Question 12

Nonconforming goods- seller’s breach

Answer 12

buyer has right to reject goods, risk of loss does not pass to buyer until defects are CURED or buyer accepts goods despite deformity..

Question 13

if breach is due in fault of the buyer, risk has not passed and risk shifts immediately to buyerr

Answer 13

BREACH AFFECTS RISK OF LOSS BUT NOT TITLE> TITLE PASSES ACCORDING TO RULES DESPITE BREACH.

Question 14

Express Warranties

Answer 14

affirmations of fact or promises of performance
description of goods goods under Article 2 is express warranty- contract with buyer for camel’s hair coat
Samples or models are express warraties

• can be oral or written
• can be in brochures or ads
• can be created without using -words like guaranty or warranty
• can be given by nonmerchants and merchants.

Disclaimer- impossible to disclaim written express warranties.

Question 15

Implied Warranty of Title

Answer 15

seller has good title and its transfer is rightful

• no outstanding leins or security interests against goods hidden from the buyer
• seller is a merchant, goods should be delivered free from 3rd party infringement claims
• –disclaimer of title can be accomplished with specific language or buyer’s knowledge of title problems.

Question 16

Implied warranty of merchantability

Answer 16

can be made by merchant ONLY.
called restaurant food warranty bc applies to food and drink
warrants goods to be fit for oridinary purpose (Packaged and labeled correctly)

to disclaim- must mention work merchantability and can be oral or in writing

Question 17

Disclaimer for implied warranties of fitness for particular use

Answer 17

must be in writing.

sold as is, sold with all faults, as they stand

Question 18

Strict tort liability

Answer 18

Truck manufacturer is liable to dealerships and owner of the car. (privy of contract)
Defective in design
Defective in manufacture
Defective in lack of warnings-

Question 19

Negligence basis for product liability

Answer 19

negligent prodeuct liability has same elements for strict tort liability
includes knowledge. seller or manufacturer was aware of defect of product
distiction is knowledge of defect allows for PUNITIVE damages.

Question 20

Right of assurance

Answer 20

party has reasonable grounds to believe other party will not perform they can demand in writing that the other party give adequate assurance of due performance. if not within 30 days, failure is repudiation of contract and anticipatory breach

Question 21

Rights of parties in nonperformance– goods not delivered

Answer 21

anticipatory repudiation or breach in advance of contract performance date

• await performance for reasonable period OR
• treat breach as final and resort to remedies and suspend own performance without liability for breach

Question 22

Buyer’s responsibilities for rejection of nonconforming goods

Answer 22

must be within reasonable time after tender of or delivery
not effective until known by seller
specific reasons for rejection should be given
if buyer has possession, must act as bailee
- if goods are perishable buyer must make reasonable effort to sell–reimbursed costs in caring for and selling goods plus 10% commission.

Question 23

Right to cure

Answer 23

if the reasonable buyer would be expected to accept and the buyer doesn’t then the seller can resend conforming goods without a breach in contract.

Question 24

Revocation of acceptance

Answer 24

buyer was given reasonable assurance seller would cure a nonconforming shipment and cure has not taken place

seller has assured buyer goods are conforming and later discovered they are not

nonconfromity was difficult to detect.

Question 25

Statute of limitations on remedies

Answer 25

complaint must be filed within 4 years of cause of action

parties can agree to lessen period to not less than 1 year but cannot extend period
for breach of warranty, cause of action begins at time of tender of delivery and not when breach is discovered by buyer.