Which are the Contract Rules used in the Sale of Goods?

By The Law Office of Yoel Molina.
 
You can look through many different sources to try to find an answer to a single contract query because contract law is a broad and old subject. However, UCC Article 2, which contains many significant, fundamental laws, is an excellent place to start looking when it comes to selling or buying things. Article 2 is quite lengthy by UCC standards and is simply titled "Sales," with a specific reference to sales of products (as opposed to services or real estate). There are more than 100 separate sections. Together, those parts address a variety of topics, including contract formation, the obligations of the seller and the buyer under the agreement, guidelines for contract performance, what constitutes a breach of the agreement, and possible remedies.
 
UCC General Contract Regulations:
The type of contract. You will hear this advice from lawyers and businesses alike: "Get it in writing" whenever you strike a deal with someone. Article 2 specifies the conditions under which a sales contract must be in writing. This kind of regulation is referred to as a "statute of frauds" in legalese. Article 2 stipulates requirements for what a contract must contain and what it need not contain in order to be enforceable, in addition to regulations for when a contract must be in writing. Article 2 also lays out the fundamental guidelines for when oral agreements as opposed to written agreements (referred to as "parol evidence") may be pertinent.

Making of a Contract. A general rule of contract law is that an offer and acceptance are necessary for the formation of a contract. A general set of guidelines for offers and acceptances is provided in Article 2. These regulations are somewhat wide because their goal is to aid in the formation of contracts rather than hinder it. For instance, Article 2 stipulates that a contract does not always require a clear moment of agreement between the parties in order to be enforceable and that the absence of a specific term does not render a contract void. Occasionally, Article 2 also lays down more precise guidelines for offer and acceptance, such as one pertaining to so-called "solid offers."

Contract Modification. You'll frequently find that an existing contract has to be modified. Basic guidelines are provided in Article 2 on how to do this. One important principle is that, generally, no further consideration is necessary for a contract change to be effective.

Contractual commitments. Article 2 provides several specific regulations regarding obligations in addition to the general declarations that a seller is required to deliver the items and that a buyer is required to make payments in line with the contract.

Performance. Making the commitments outlined in the contract is essentially what is meant by "performance" in a legal sense. In contracts for the sale of products, the buyer and the seller are both required to fulfill the fundamental obligations of delivery and payment. However, Article 2 goes a step further and stipulates precise guidelines for both payment and products deliveries and shipping.

Breach. The provision of the incorrect goods by the seller to the purchaser is one of the most common ways a contract for the sale of goods may be broken. When and how to reject all or a portion of a group of ordered items are just two of the regulations laid out in Article 2 outlining the options a buyer may have in such a situation.
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Remedies. A party who violates a contract owes the other party compensation, restitution, or some other form of "remedy"—for example, if a seller fails to deliver the ordered items or a buyer fails to pay in full for goods received—for the violation.

 
If you have any questions about this article or similar matters, please contact our office, the Law Office of Yoel Molina, P.A., at fd@molawoffice.com or 305-548-5020, option 1