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46 Cards in this Set
- Front
- Back
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1-103
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code supplements and overlays principles of the common law and equity
no choses in action; foreign currency; services; information; investments |
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2-102
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transactions in goods
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2-103
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goods are moveable at time of identification to a K; can be future goods
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2-107
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severable timber & crops if severed by seller & without harm
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2-106
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sale = title passed
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2-104
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merchant: deals in goods; special knowledge or skill of goods or transaction
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2-206
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form & notice of acceptance; orders as offers
acceptance by any reasonable means; orders accepted by shipment or promise to ship of conforming or non conforming goods unless seller notifies buyer that shipment is an offer of an accommodation sale |
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2-204
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conduct showing agreement; intent trumps indefiniteness if basis for remedy
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2-205
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merchants’ firm offer (merchant; sale of goods; in writing; 3 months)
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2-201
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signed writing if $5k or more; need quantity but not essential terms
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2-201
Exceptions |
[SWAPP]
Specially manufactured goods Written merchants’ confirmation Admissions Payment made or goods accepted Promissory estoppel (1-103 common law) |
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1-303
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Implied: course of performance / dealing; usage of trade; priority of terms
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1-304
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Implied: good faith required in all K’s
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2-207
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Battle of the Forms: terms agreed upon; gap fillers
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2-209
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Parole Evidence
consideration not required for modification “no oral modification” clause enforceable oral and written waivers of K terms enforceable waivers can be retracted absent reliance integration is final expression of agreement |
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2-210
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integration is complete if intended to be the exclusive statement of agreement
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2-213
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complete integration discharges prior agreements within its scope
partial integration discharges inconsistent terms of prior agreements |
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2-314
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some jdx use four corners test; others use all circumstances test of integration
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2-302
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unconscionable
oppression (substantive) or unfair surprise (procedural e.g., hidden terms or no meaningful choice) |
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2-313
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Express Warranties
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2-314
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Implied Warranty of Merchantibility
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2-315
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Implied Warranty of Fitness For a Particular Purpose
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2-312
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Implied Warranty of Title
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2-314
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Other
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2-318
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3rd Party Beneficiaries
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2-714
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Recovery by 3rd Party Beneficiaries
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2-507
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seller’s duty to tender goods that conform as condition precedent to payment
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2-513
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buyer’s right to inspect the goods
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2-601
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buyer’s right to reject the goods
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2-608
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buyer’s right to revoke acceptance
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2-508
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seller’s right to cure
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2-716
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specific performance or replevin
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2-711
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recovery of price already paid
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2-712
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cover price - contract price (direct damages)
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2-713
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market price - contract price (economic damages)
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2-714
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breach of warranty or other
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2-718
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restitution of payments despite buyer’s breach
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2-706
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contract price - resale price (direct loss after mitigation)
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2-708
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contract price - market price (expectancy loss / lost profit)
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2-709
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contract price goods accepted
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2-718
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liquidated damages
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2-719
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other agreed upon damages and disclaimers
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2-715
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incidental and consequential damages
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2-609
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suspend performance for insecurity
assurances |
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2-610
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repudiation by language or conduct
remedy by waiting for retraction/performance remedy by treating immediately as a breach |
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2-611
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retraction
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