Business Law

1. Business Law Chapter 9: The Uniform Commercial Code

2. What is the Uniform Commercial Code? • A nationwide code that seeks to standardize commercial transactions into a single, cohesive unit.

3. A Brief History of the Uniform Commercial Code • The Uniform Commercial Code was created by a panel consisting of state lawmakers, law professors and attorneys.

4. Why the Need for a Uniform Commercial Code? • Because each state followed different rules regarding bills of lading, insurance, contract law, contract conditions, remedies and a host of other issues, the overall effect was a restriction of business.

5. Adoption by the States • Most states have adopted the Uniform Commercial Code

6. The Organization of the Uniform Commercial Code • The Uniform Commercial Code covers a broad number of subjects. • The Uniform Commercial Code covers transactions ranging from sales to secured transactions.

7. Articles • The Uniform Commercial Code is organized into 11 articles.

8. Official Comments • The Uniform Commercial Code comes with a series of official comments, designed to assist readers in the understanding and interpretation of various Uniform Commercial Code provisions.

9. Types of Transactions Covered by the Uniform Commercial Code • Each Article lists the specific types of transactions that do, and do not, fall under its jurisdiction.

10. Types of Transactions Not Covered by the Uniform Commercial Code • Probate Matters • Real Estate Transactions • Divorce, Family Support, Alimony, etc. • Labor Relations • Prenuptial agreements  

11. Article I of the Uniform Commercial Code • Article 1 contains the general provisions and definitions.

12. Definitions and Basics • Article 1 of the Uniform Commercial Code contains definitions of terms and phrases that apply to the code.

13. State law prevails • The Uniform Commercial Code is state law and must be applied as any other state law.

14. Sources of Law For the Uniform Commercial Code   • There are three different places to research Uniform Commercial Code provisions. • The Code itself • Official Comments of the Uniform Commercial Code • Body of case decisions written by appellate judges

15. Construing Uniform Commercial Code provisions • Courts follow the same rules of construction as discussed in chapter 8

16. Article II of the Uniform Commercial Code • Article 2 of the Uniform Commercial Code discusses the sale of goods.

17. Types of contracts covered by Article 2 • The Article is broken down into seven parts, sometimes called chapters in some state statutory schemes.

18. Part 2 of Article 2. • The index of Part 2 covers a broad range of topics relating to the formation of contracts for the sale of goods.

19. The Statute of Frauds Under the Uniform Commercial Code • The Statute of Frauds is simplified under the Uniform Commercial Code

20. Defining “Contract” Under the Uniform Commercial Code • The Uniform Commercial Code defines a contract as “limited to those relating to the present or future sale of goods.”

21. Remedies under Article 2 • Each Article of the Uniform Commercial Code provides a list of its own remedies.

22. Remedies of the seller • Part 7 of Article 2 lists the types of remedies available to the parties.

23. The seller may employ any of the following remedies: • Withhold delivery of the goods • Stop delivery of the goods • Resell and recover damages • Recover damages for nonacceptance or the price of the goods • Cancel the contract

24. Remedies of the buyer • Article 2 also provides specific remedies for buyers.

25. Buyer’s Remedies • Cancel the contract • Recover damages for nondelivery • Recover the goods • Obtain specific performance or use replevin to secure the goods

26. Replevin: A legal action to get back personal property wrongfully held by another person

27. Uniform Commercial Code Financing Statements • A financing statement is a way for a debtor to record a security interest in personal property that is being used as collateral for a loan.