Sales Contracts/Ownership and Risk of Loss – Flashcards

Unlock all answers in this set

Unlock answers
question
Contract in which ownership of goods is immediately transferred from seller to buyer for consideration
answer
sale
question
Type of consideration in a sales contract
answer
Price
question
Personal property that is tangible or movable
answer
Goods
question
Organization that governs sales contracts and "contracts to sell"
answer
Uniform Commercial Code
question
Contracts that occur if transfer of ownership takes place in the future
answer
Contracts to Sell
question
What does the UCC NOT cover?
answer
Contracts for rights; Real Property Contracts; Intangible Personal Property
question
How to determine if a contract is NOT a sales
answer
If the basis of the contract is a service but there are some minor goods involved
question
Characteristics of a Sales Contract (Consist of...)
answer
Payment, delivery, receipt of goods, bill of sale
question
Action in a sales contract that occurs when a buyer transfers agreed upon consideration (price)
answer
Payment
question
Action in a sales contract by which the subject mater is placed in possession of the buyer
answer
Delivery
question
Occurs in a sales contract when the buyer takes physical possession or control of the goods
answer
Receipt of Goods
question
Receipt serving as written evidence of transfer of ownership of goods (may be required by statute)
answer
Bill of Sale
question
Contracts so grossly unfair that it shocks one's conscience
answer
Unconscionable Sales Contracts
question
Type of Unconscionable Sales Contracts
answer
Contracts of Adhesion
question
Parties in A Sales Contract
answer
Vendor and Vendee
question
Seller of the goods
answer
Vendor
question
purchaser of the goods
answer
Vendee
question
Contract in which the stronger party dictates the terms of the sales contract
answer
Contract of Adhesion
question
What will a court do if they deem the contract "unconscionable"?
answer
Refuse to enforce contract; Enforce without unconscionable clause; limit clause's application so it is fair
question
One who regularly deals in type of goods exchanged or claims to have special knowledge in the type of sale being done; held to a higher standard of conduct than a casual seller
answer
Merchant
question
Standards of a Merchant (May be Subject to...)
answer
Needing License; Paying Special Taxes; Closer Government Regulations
question
One who sells on occasion
answer
casual seller
question
Standards of Sales Under Statute of Frauds to be Enforceable
answer
Involve Sale of Goods over $500; Be in Writing
question
Requirements of a Sales Contract to Satisfy Statute of Frauds
answer
Number/quantity of the goods; signatures; some terms may be left open
question
Exceptions to the Statute of Frauds for Sales
answer
Goods Received and Accepted By Buyer; Buyer Pays For Goods and Seller Accepts Payment; Specially Manufactured Goods; Admit to Contract Existence in Legal Proceedigns
question
How does acceptance to a sales contract occur? (3 ways)
answer
Buyer tells seller he will retain the goods; buyer acts inconsistently with seller's ownership; buyer fails to reject after reasonable time to inspect the goods
question
If a buyer pays for goods and seller accepts the payment, contract is enforceable....
answer
For the paid goods ONLY
question
When can contracts for the sale of specially manufactured goods be enforced?
answer
If seller has substantially begun to manufacture; If seller made contracts to obtain goods from third parties
question
represents ownership of goods
answer
title
question
Most common title?
answer
Bill of Sale
question
Types of Title
answer
Valid Title; Voidable Title
question
Type of title that, when transferred, is good with no imperfections
answer
Valid Title
question
Type of title that, when transferred, may be voided/or cancelled
answer
Voidable Title
question
Type of Title That One is Allowed to Transfer
answer
Can be the same type OR better
question
Requirements of Ownership Transfer
answer
Goods must be existing and identified
question
Goods that Physically exist and are owned by a seller
answer
Existing Goods
question
Goods that have been designated specifically as subject matter of contract
answer
Identified Goods
question
Goods that presently do not exist
answer
Future Goods
question
Parties that May Transfer Goods (in addition to the actual owner)
answer
Authorized Persons, Merchants That Possess Sold Goods, Holders of Title Documents, Buyers in a Sale Induced by Fraud
question
Parties that may pass on title even though they are not the owners
answer
Merchants That Possess Sold Goods
question
Two Negotiable Documents of Title
answer
Warehouse Receipt; Bill of Lading
question
Document given to a customer by warehouse whose goods the warehouse is storing
answer
Warehouse Receipt
question
Receipt given by a transportation (shipping) company to a shipper when shipping company receives goods
answer
Bill of Lading
question
Parties that have purchased goods from another party who has deceived the owner into selling the goods; Will receive the title
answer
Buyers in a Sale Induced By Fraud
question
Describe what occurs if a buyer uses fraud to induce a sale.
answer
Transfer of title is voidable; Seller may cancel contract and get money back
question
When Ownership Transfers (When the seller...)
answer
Delivers goods to next destination; Ships goods/Gives them to a carrier; delivers documents of title; tenders goods at time and place of sale
question
True or False: Title can pass on stolen goods.
answer
False; Title can NEVER pass on stolen goods
question
Occurs when a party suffers a loss if goods are destroyed or stolen
answer
Risk of Loss
question
How may goods be transferred by parties in a contract?
answer
Face to Face; Through Seller's Delivery Service; Shipping Conracts
question
Contracts that may use an independent third party carrier
answer
Shipping Contracts
question
Types of Shipping Contracts
answer
FOB Shipping Point, FOB Destination
question
Contract in which title and risk of loss pass from seller to buyer when goods are placed in carrier's possession; Buyer pays all freight charges
answer
FOB Shipping Point
question
Contract in which title and risk of loss pass from seller to buyer when goods reach their destination; seller pays all freight charges
answer
FOB Destination
question
Party that has temporary possession of another person's goods and are holding them in trust for a specific purpose
answer
bailee
question
Events upon which Risk of Loss Transfers
answer
Buyer receives negotiable document of title; Bailee acknowledges buyer's right to possession of goods; buyer receives a non-negotiable document of title
question
Transfers of Rights and Risks in Specific Sales Contracts (4 types)
answer
Cash and Carry Sales; Sales on Credit; COD Sales; Sale or Return; Sale on Approval
question
Type of title transfer that plays no part in risk of loss passage
answer
Sales on Credit
question
In COD Sales, when does risk of loss pass?
answer
When buyer pays for goods delivered by a carrier
question
In sale or return sales, when does risk of loss pass if buyer has option of returning goods?
answer
Upon delivery
question
In cash and carry sales, when does risk of loss pass if seller is a merchant?
answer
Buyer receives the goods
question
In cash and carry sales, If seller is a casual seller, risk of loss passes
answer
When tender of goods is made
question
Occurs when goods are sold on a trial or approval basis; prospective buyer is still liable for the goods while in their possession during the trial period
answer
Sale on Approval
question
When does risk of loss pass in sale on approvals?
answer
When buyer conveys acceptance of goods (through actions or words)
question
Special Types of Sales Under the UCC
answer
Auction Sales and Bulk Transfer
question
When does title and risk of loss pass in auction sales?
answer
When seller acknowledges buyer's right to possess the goods
question
Two types of aucitons
answer
With Reserve, Without Reserve
question
Auctions in which the auctioneer may withdraw goods at anytime without selling to the highest bidder
answer
Auctions With Reserve
question
Auctions in which goods must be sold to the higher bidder
answer
Auctions Without Reserve
question
Sale in which entire or major parts of business are sold in one transaction
answer
Bulk Transfer
question
What laws are designed to protect creditors of goods? (Laws stating that...)
answer
Seller must provide a list of all creditors, Buyer must notify creditors of bulk transfer, Creditors may void sale if rules are not followed
Get an explanation on any task
Get unstuck with the help of our AI assistant in seconds
New