Key Terms
Mixed contract
A contract for BOTH goods and services. Example: buying a refrigerator + paying for installation.
Rule
The UCC applies to a mixed contract ONLY when the primary purpose is the sale of goods. Test: Would the service componen
Merchant
Someone who routinely deals in the goods involved in the transaction OR who, by occupation, holds themselves out as havi
Common law
Modifications must be supported by new consideration to be valid. UCC (sec.
UCC
Contract exists at a reasonable price.
Example
A buyer tells a hardware store employee they need a sealant that will hold underwater. The employee recommends a specifi
Course of dealing
Established pattern of prior conduct between these specific parties in previous transactions. Used to interpret the curr
Course of performance
How the parties have actually behaved under THIS specific contract (not past contracts). Applies when the contract calls
Usage of trade
A practice or custom in a particular industry, used so frequently that parties expect it will be followed. Think: indust
Logic
Parties control their own contract. When they haven't spoken, their conduct speaks for them.
Requirement
The seller's words or actions must be part of the BASIS OF THE BARGAIN. The buyer must have relied on the statement when
Additional term
A term in the acceptance that covers something the offer did not address. Expands the contract; does not contradict exis
Different term
A term in the acceptance that contradicts a term in the offer.
Conforming goods
Goods that meet the contract's specifications and satisfy performance requirements. Non-conforming goods: goods that fai
Right to cure
The seller's right to deliver conforming goods and remedy a non-conforming delivery.