Exam 11: Domestic and International Sales

In Orkal Industries v. Array Connector, where Orkal bought parts from Array by sending an order form, but Array confirmed with its own form that contained different terms. Orkal did not object to the different terms until litigation arose later at which point the added terms mattered. The appeals court held that under the UCC a seller cannot change material terms of an order without express permission..

Contracts under Article 2 of the UCC could include:

Tender is:

The UCC modifies the common law perfect tender rule by:

If the buyer is willing to accept nonconforming goods:

In Crest Ridge Construction v. Newcourt, where Newcourt demanded payment in full before delivery because Crest Ridge did not have a credit history, the court held Crest Ridge could sue for the higher price it had to pay another supplier for the same goods.

If the delivery terms are not specified in a contract, it must be "reasonable" which is determined by industry custom and intent of the parties.

An item is movable if:

A contract can be formed under Article 2 of the UCC even if some of the offer's major terms are omitted or are simply left open for determination later.

The difference between the contract price and the price a buyer must pay for replacement goods when a seller is in breach is called cover.

If the parties to a contract failed to establish a delivery date in their contract, if a dispute arises over delivery, both parties have the right to abandon the contract.

Consequential damages can include lost profits from sales that did not occur due to the breach of a contract.

With respect to parol evidence and the UCC:

The ____ was adopted by the United Nations to have a commercial code that parties would think unbiased.

If a North Carolina firm contracts to buy toys from China, and the contract does not specify which law applies, in case of dispute, which law will apply:

In the event of a breach of sales contract by the seller, all reasonable costs or direct expenses associated with the delay in receiving the goods or in tracking down substitute goods are included in the:

If a North Carolina firm contracts to buy toys from a seller in China, if there is a dispute:

If parties to a contract involving a sale of goods fail to specify price, and if there is dispute, so that a court must determine the price, under the UCC the price will be:

Under UCC Article 2, terms regarding payment, delivery and price are:

In Lee v. R&K Marine, where a boat that Lee bought became unusable after only three years when it fell apart, and the seller had expressly disclaimed all warranties, the court held: