Gov-360 elements of ucc contract formation essay. final PDF

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Sales contracts can be agreed upon orally, written or implied. It is a required in writing to be enforced if there is an issue with the goods or services within the contract. (Liuzzo & Hughes, 2019) Contracts have played an important role when it comes to civil law. First a contract in civil law is ...

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Asha Bateman Grand Canyon University 360: Civil Law Professor Whaling January 31st, 2021

2 Elements of U.C.C. Contract Formation Essay Elements of U.C.C. Article 2 Sales contracts can be agreed upon orally, written or implied. It is a required in writing to be enforced if there is an issue with the goods or services within the contract. (Liuzzo & Hughes, 2019) Contracts have played an important role when it comes to civil law. First a contract in civil law is a form of assurance to perform/refrain from performing a peculiar act. (Lagasse, 2018) When it comes to civil law contracts, in order for the contract to be valid both individuals need to agree with the terms of the contract. (Lagasse, 2018) The purpose of a sales contract is it has many elements that are involved in it, specifically there are two important parts that are involved in a sales contract which are quantity and subject. In order for a contract to be made the U.C.C. mandates a peculiar amount of information so the contract can be shown as desired. There are a lot of different parts within a contract such as description of transaction, the exact nature of the contract as well as clear identification of each party. Another important part of a contract is contingencies which is when a future event and or circumstance is achievable but can’t be predicted with certainty. Potential Bars to U.C.C. Contract Formation While putting together a contract there can be potential bars within a U.C.C. contract that both parties can stumble across. An example of this can be the contract being illegal which means if a contract is illegal it can cause a problem in the contract formation. Specifically, if a contact is made to distribute illegal narcotics across the border, this can become a potential bar/problem within the contract because it was formed in an illegal way. Next, another bar that parties can stumble across is if the contract the parties agreed upon was created under illegal

3 circumstances. For example, if one of the parties signed a contract under the influence the contract would automatically be voided due to the individual not being mentally competent. U.C.C. Article 2 vs. Common Law Common law contracts vs. U.C.C. Article 2 is the difference between legal agreements governed by case law and those dictated by the Uniform Commercial Code. (UpCounsel LLC, 2021) The U.C.C. was published to standardize all the laws across the United States. All sales, purchases and movable goods are all covered by the U.C.C. Under the U.C.C. the purchaser has the common right to observe the goods as well as turning down the offer. If the delivery of the goods doesn’t meet the standards that were established, then it may be rejected. On the other hand, common law contracts deal with real estate services, insurances, untouchable assets, employment, construction work, trademarks and copy rights etc. The differences between both U.C.C. Article 2 and Common Law are when regarding common law contracts the nature of work, price, quantity and the performance have to be within the contract whereas the U.C.C. only mandates quantity to be included within the contracts. Also, a contract can be precise under the U.C.C. without having to have a stated price whereas common law contracts require price. Lastly, under the U.C.C. parties are able to communicate while being long distance while the common law contracts follow the mailbox rule. Merchant and Consideration It is imperative that a sale between parties doesn’t go under the mirror image rule, this means a contract must be confirmed exactly how it was started without any kinds of adjustments. The U.C.C. states that the person that is dealing with the goods doesn’t have to follow under the mirror image rule. The U.C.C. recognizes that the merchants are not always going to agree on a contract. A great example of this would be a man taking care of a woman’s puppy for one

4 hundred and fifty dollars and that woman taking care of the man’s cat for one hundred and fifty dollars as well. Based off the contract both the man and woman agreed to pay one hundred and fifty dollars in exchange for something they both needed. If you take away the mirror image rule, there are going to be less factors in the contract for the merchants which allows the process to be rapid and the money will start to come in faster than it normally would. Two Cases- Sales Contract Formation There are a lot of different cases that regard the sales of contract formation, some peculiar examples are the Cunningham & Company Incorporated v Edwardo Driscoll. The Cunningham & Company Incorporated v Driscoll case was a contract that was formed orally in regard to purchases and the sale of goods. In this case, the defendant was a farmer, who wanted out of the contract. The farmer wanted out because there was a violation that occurred within his contract. Not to long after that a purchase confirmation was sent out. The farmer came out and said he didn’t have legal obligation to sell the soybeans. The financial suffering came to be nine thousand dollars. The verbal agreement should have been a written agreement. In the end of this case the court didn’t favor the defendant nor the plaintiff. However, the court granted a partial summary to the plaintiff as well as denying the farmer’s motion. Next, the Hillas & CO v Arco’s Ltd, the Hillas buys over twenty-two thousand units of timber from Arco’s Ltd, which results in both companies getting into a contract with one another. The contract specifically said that the Hillas & CO could buy up to one hundred thousand units of timber from the Arco Ltd at discounted rate. A year went on and Arco’s Ltd didn’t hold up their end of the contract which caused Hillas & CO to take this matter to court. Arco’s argued to the court that the contract wasn’t valid, however the court felt that the agreement that was made in the contract was in fact valid. The court ruled in the Hillas & CO favor.

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References

Lagasse, P. (2018). Retrieved January 31, 2021, from https://lopes.idm.oclc.org/login?url=https %3A%2F%2Fsearch.credoreference.com%2Fcontent%2Fentry%2Fcolumency %2Fcontract%2F0%3FinstitutionId Liuzzo, A. L. & Hughes, R. C. (2018). Sales, agency, and business organizations. In Grand Canyon University (Ed.), Essentials of business law (10th ed.). https://www.gcumedia.com/digital-resources/mcgraw-hill/2019/essentials-of-businesslaw_10e.php Common Law Contracts vs. UCC: UpCounsel 2020. (2020). Retrieved January 31, 2021, from https://www.upcounsel.com/common-law-contracts-vs-ucc...