Choosing between common law and the UCC Bar Exam Flashcards - Medical Study Cards
Master Choosing between common law and the UCC with Oncourse flashcards. These spaced repetition flashcards are designed for medical students preparing for NEET PG, USMLE Step 1, USMLE Step 2, MBBS exams, and other medical licensing examinations.
Choosing between common law and the UCC Flashcard Deck - 10 Cards
Flashcard 1: What is a “good” under the UCC?
Answer: A good is a movable, tangible thing identified to the contract. Goods include specially manufactured items but generally exclude real estate, services, money, and most intangible rights.
Flashcard 2: How does the UCC apply to a contract involving both goods and non-goods?
Answer: The UCC governs the goods aspects when Article 2 applies, while common law governs non-goods issues not displaced by the UCC. If the contract is predominantly for services, common law generally governs the entire agreement under the majority approach.
Flashcard 3: When does Article 2 of the UCC govern a contract?
Answer: Article 2 governs transactions in goods. It does not govern contracts whose primary subject is services, real estate, employment, or other non-goods matters.
Flashcard 4: What alternative test do some courts use for mixed goods-and-services contracts?
Answer: Some courts use the gravamen or essence-of-the-action test, focusing on whether the dispute concerns the goods or the services. This is a minority approach compared with the predominant-purpose test.
Flashcard 5: How is a contract for a good that includes substantial installation or other services generally classified?
Answer: Under the majority predominant-purpose approach, it is governed by the UCC if the primary purpose is the sale of the good, even when installation or related services are substantial. If the primary purpose is service, common law governs.
Flashcard 6: What law applies when the parties do not choose governing law?
Answer: The forum applies its choice-of-law rules to select the governing law. For contracts, courts commonly consider the parties’ relationship and the state with the most significant relationship to the transaction and the parties.
Flashcard 7: What test does the majority use for a mixed goods-and-services contract?
Answer: The majority uses the predominant-purpose test: determine whether the contract’s primary purpose is the sale of goods or the provision of services. Article 2 applies if the predominant purpose is the sale of goods; common law applies if services predominate.
Flashcard 8: What law generally governs a contract for services?
Answer: The common law, including the Restatement (Second) of Contracts, generally governs contracts for services. This remains true even if incidental goods are supplied.
Flashcard 9: May contracting parties choose the governing law?
Answer: Generally, parties may select the law governing their contract, subject to applicable statutory limitations and a reasonable relationship or other requirements imposed by the forum’s choice-of-law rules. A valid choice-of-law clause is ordinarily enforced.
Flashcard 10: How are separate, divisible goods and services in one transaction generally governed?
Answer: When the transaction is genuinely divisible, the law applicable to each part generally governs that part: the UCC applies to the goods portion and common law applies to the services portion. Courts may instead apply one law to the entire contract if the obligations are not meaningfully separable.
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