Article 2 of the Uniform Commercial Code: Scope and Applicability
The Uniform Commercial Code (UCC) is a comprehensive set of laws governing commercial transactions in the United States. Article 2 of the UCC specifically addresses the sale of goods. This article provides an overview of the scope and applicability of Article 2, including the types of contracts it governs and the default rules it provides.
Scope of Article 2
Article 2 of the UCC applies to contracts for the sale of goods. Goods are defined as items that are both identifiable and movable at the time of the sale. This includes a wide range of items such as products, equipment, parts, food, and tools. [1]
Exclusion of Service Contracts
Article 2 does not cover transactions involving service contracts. If a contract primarily involves the provision of services rather than the sale of goods, Article 2 does not apply. [2]
Contracts Involving Both Goods and Services
In cases where a contract involves both goods and services, the “predominant factor test” is applied to determine whether Article 2 applies. The test seeks to determine whether the predominant purpose of the contract is to render goods or services. If the provision of services is the primary purpose, Article 2 does not govern the contract. [3]
Default Rules and Gap-Fillers
Article 2 provides default rules and gap-fillers that apply when the parties have not comprehensively addressed certain issues in a written contract. These default rules cover various aspects of commercial transactions, including the identification of contract terms, payment, delivery, and the transfer of risk. [4]
Conclusion
Article 2 of the UCC provides a comprehensive framework for the sale of goods. Its scope and applicability are clearly defined, and it provides default rules and gap-fillers to ensure that commercial transactions are governed by clear and consistent legal principles.
Sources
[1] https://www.lawinfo.com/resources/business-law/what-is-the-ucc.html
[2] https://www.uniformlaws.org/acts/ucc
[3] https://www.fosterswift.com/communications-Uniform-Commercial-Code-Article-2.html
[4] https://www.lawinfo.com/resources/business-law/what-is-the-ucc.html
FAQs
What is Article 2 of the UCC?
Article 2 of the UCC is a comprehensive set of laws governing the sale of goods.
What types of contracts are governed by Article 2 of the UCC?
Article 2 of the UCC applies to contracts for the sale of goods. Goods are defined as items that are both identifiable and movable at the time of the sale. This includes a wide range of items such as products, equipment, parts, food, and tools.
What types of contracts are not governed by Article 2 of the UCC?
Article 2 of the UCC does not cover transactions involving service contracts. If a contract primarily involves the provision of services rather than the sale of goods, Article 2 does not apply.
What is the “predominant factor test”?
The “predominant factor test” is a test applied to determine whether Article 2 of the UCC applies to contracts involving both goods and services. The test seeks to determine whether the predominant purpose of the contract is to render goods or services. If the provision of services is the primary purpose, Article 2 does not govern the contract.
What are default rules and gap-fillers?
Default rules and gap-fillers are provisions in Article 2 of the UCC that apply when the parties have not comprehensively addressed certain issues in a written contract. These default rules cover various aspects of commercial transactions, including the identification of contract terms, payment, delivery, and the transfer of risk.
What is the scope of Article 2 of the UCC?
Article 2 of the UCC applies to contracts for the sale of goods. This includes a wide range of items such as products, equipment, parts, food, and tools.
What is the purpose of Article 2 of the UCC?
Article 2 of the UCC provides a comprehensive framework for the sale of goods. Its purpose is to ensure that commercial transactions are governed by clear and consistent legal principles.