A sale of goods contract specifies the agreement between two parties when purchasing or selling goods. A sale of goods contract is formed when one party offers to sell or buy goods and the other party accepts the offer. Sale of goods contracts can be in standard form (no negotiation of terms) or completely open (all terms can be negotiated).
In a sale of goods contract, both the seller and the buyer have certain duties they must fulfill before a sale of goods contract is considered adequately performed. If both parties agree, conditions can be created in the contract to nullify some of the duties.
A seller of goods has certain duties to fulfill before a sale of goods contract is considered adequately performed. Such duties include:
A buyer of goods also has certain duties to fulfill to adequately perform a sale of goods contract. However, only one duty is important: payment. Unless otherwise agreed to, the buyer must make payment once the seller makes the delivery of goods. The buyer does not have to pay if the goods do not satisfy the buyer's conditions.
The Uniform Commercial Code (UCC) governs sale of goods contracts. Transactions falling under the UCC (i.e. sale of goods contracts) do not follow typical contract law. There are attorneys that specialize in negotiating, drafting, and reviewing sale of goods or "UCC" contracts. Contact a lawyer specializing in UCC law if you are interested in getting help drafting a sale of goods contract.
Last Modified: 03-12-2014 03:48 PM PDTLaw Library Disclaimer
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