The Universal Commercial Code ( Ucc )

If the contract for the sale of business stated that the price of the business goodwill was predominant and outweighed all of the goods, I still think the contract would be enforced. Goodwill is a type of personal property, but not a good under the UCC. Therefore, the contract would not fall under the scope of Article 2 of the UCC. This contract would require the application of common law to determine its existence. Although it remained oral, both parties admitted to its existence and proceeded to perform based on the agreed upon terms. The defendants taking possession and tender of partial payment, along with the plaintiff’s tender of business assets, makes clear that the parties had entered into an agreement and that they sought to perform.

Commercial impracticability. UCC can enforce commercial impracticability rule when the seller cannot deliver goods within agreement as per contract. Commercial impracticability may also be enforceable when the seller faces unexpected events. These events must affect the contract directly (Melvin, 2011, p. 193).

An offeror will have made an offer where it appears to a reasonable person in the position of the offeree that an offer was intended.

3.  What is the test to determine if a sale is a sale of goods (and, therefore governed by the UCC) or a sale of services?

Was there a valid offer made when Debbie put an ad in newspaper stating her company Party line will rent tables and chairs for the low price of

With further examination of the three proposals provided to Mrs. Smithson, we have verified that all three have met the criteria to qualify them as formal offers to supply widgets for her business.

The Uniform Commercial Code (UCC or sometimes referred to simply as the Code) is a statute published by the National Conference of Commissioners of Uniform State Laws (NCCUSL), (Melvin, 2011). This statute is adopted by every state in the U.S., except for the state of Louisiana. The function of the UCC is to promote commercial efficiency through providing standardized policies and procedures that consumers and merchants can depend on. Common Law contracts governs transactions with real estate, services, insurance, intangible assets and employment (The Asset Protection Attorneys, 2015). Common Law is primarily concerned with the sale of merchandise and securities.

The Uniform Commercial Code (UCC) in the private sector and the Federal Acquisition Regulations (FAR) are the documents that govern contract formation in the private verses public sector industry.

A contract is an agreement that creates obligations that are enforceable by the law. A contract can either be written or spoken. There are elements to a contract that make it valid and binding. This is defined as a clear manifestation of willingness to enter an agreement made by another person with full understanding that their assent to the bargain is an invitation and is concluded. As to whether there was an offer in this case, yes there is an offer. When the salesman offered the buyers time for a test drive and they finally chose and agreed to buy the blue car it was a clear offer.

An offer allows the person or business to whom the offer is made to, to reasonably expect that the offering party is willing to be bound by the offer based on the terms proposed thus these terms of an offer must be define as well as certain.

Working with contracts requires having an excellent comprehension of the two main bodies of law: Uniform Commercial Code (UCC) and the common law of contracts, which oversees the policies and purposes of contracts. Understanding the differences between the Uniform Commercial Code (UCC) and the common law, will result in a huge difference in the outcome of a contract dispute. These disputes include "collecting punitive damages, discharge or modify a contract, being able to sue under a breach of contract, and whether there was actually a legally recognized contract at all." (Denton, 2015, par. 1).

The Uniform Commercial Code is a set of legal rules that was developed to bring about a sense of consistency to the commercial industry. It is merely a blueprint of how the developers interpret the way of doing business that would be fair and just to all parties concerned. It was totally up to the individual states if they would enact the UCC as written or construct modifications they felt were necessary to circumstances within that state. Once the codes were adopted by an individual state, they became the legal authority that still governs the way many business transactions are handled today.

An offer is classified through the notion and understanding the willingness of both parties to enter into a bargain or proposal to a contract. The person who makes an offer is the offeror. The person to whom he makes that offer is the offeree. The terms are annoying but inescapable because, like handcuffs, all courts use them. Stan who is the salesperson on the car lot allowed the buyers Jim and Laura to test-drive the car, after test driving the blue four door sedan the couple gave Stan a 100-dollar deposit to hold the car for one day without signing any paperwork.

Did the pianist accept the music store's offer when the acceptance had an additional term (request for piano storage). Under UCC, if the terms in the acceptance are additional, then in the case where not all parties are merchants only the terms of the offer will stand and additional terms are disregarded. In this case the only music store is a merchant and the offer is validly accepted. However, the additional term for storage can be disregarded.

An offer is when a party, also known as the offeror express willingness to contract on certain terms, with the intention that it will become binding as soon as it is accepted by another party, known as the offeree. According to D's description in his advertisement, he is putting up his car for sales at $40,000. It can be considered as an offer because D have expressed that he is willing to sell his car with the intention that it will become binding and therefore the terms are clear that the car will be sold at a fixed price. Besides being an offer, it can also be an invitation to treat (ITT). An invitation to treat is different from an offer because in ITT, one party will invite the other to make the offer. Therefore in this