Sale- Passing of title of goods from seller to buyer for price

Trick question on the test- he is going to give us service- and its not a good
Goods- tangible things that are movable of the time of their identification in the contract
Services provided r not under UCC
Lease- a transfer of a right of possession and use of named goods for a set turn in return to con
UCC Uniform commercial codetells us that a reasonable price can be implied
PG244-245
In regular contact acceptance needs to be in a mirror image of the contract. Under the UCC
additional terms become a part of the contract unless they dont
Pg 249
In order to modify contract- Under UCC u can modify contract and consideration is not required
It only applies to Sales and leases
Ch 15
Bailment u r not relinquishingYOUR RIGHTS TO THE PROPERTY, YET JUST
INTRUSTING SOMEONE FOR LIMITED AMOUNT OF TIME

Destination contract- risk of product getting wrecked is on a dealer

Shipment contract- risk is on customer
Risk of loss when breaching the dealThe bailey- bears the risk of loss
Consignment- when they
OWNER - Jewelry Store 3rd Party
Owner Pizza- 3rd party --- LAW RECQUIRES YOU TO ASK QUESTIONS ABOUT
WATCH- U CAN BE SUED FOR GETTING

Bonus QUESTION- PIZZERIA SOLD PROPERTY THAT WAS INTRUSTED TO THEM

AND TRANSFER OWNERSHIP ANSWER EMBEZELMENT

STATUTE OF FRAUDS certain contracts have to be in writing

I enter into agreement for legal services, and oral agreeemnet with jon. I fail to perform.
Jon sues me, can he win?
ITS A SERVICE, SO YOU CANT BE SUED NOT ENFORCABLE BC ITS A
SERVICE
THEIF CAN NEVER PASS A GOOD TITLE
JOHN STEALS A TEDDY BEAR FROM WALMART AND GIVES IT TO HIS MOM, AND
HIS MOM CANT KEEP IT BC HE NEVER PASSED A GOOD TITLE- BC HE IS A THEIF
CONSINMENT- DROP STUFF TO 3RD PARTY FOR RESAIL
BAILMENT
STOLEN GOODS
CONSINMENT

NO CHAPTER 16
CHAPTER 17
Warranty- sellers express or implied assurance that a goods sold meet
certain quality standards
1) Express warranty - warranty that is when seller makes
affirmation that goods that he is selling make specific quality they can be written, aferred, oral - The word is warranty is not
necessary for warranty to
*Any or all affirmations or promises made about a good raises
express warranty
* Any model or sample of the good
*any description of the good
GOVERNED BY UCC

EXAMPLE OF RED BULL THAT GIVES YOU WINGS IF IT DOESNT ITS BREACH
OF EXPRESS WARRANTY
STATEMENTS OF OPINION ARE NOT ACTIONABLE
THIS IS THE BEST CAR THAT YOU CAN BUY- THIS IS JUST THEIR OPINION,
CANT SUE THEM- ITS PUFFERERY
ITS GONNA RUN 1000 MILES- YOU CAN SUE THEM
Is this a breach of express warranty we need to see if it is a statement or a
fact or opinion
When you sue for breach of express warranty you get compensatory
damages
2) Implied warranty has 2 types:
Implied warranty of Merchantability- unless properly
disclosed goods sold are fit for ordinary purpose for which
they are sold.
a. Goods must be fit for the ordinary purpose for which
they are used
b. Goods must be adequately packaged, contained and
labeled
c. Goods must conform under the label of the product
d. Must be capable to use safely according to instruction
e. The quality must be industry standard
It arises automatically, when the good is sold.
Implied warranty of fitness for human consumptions there are 2
tests that are determined this is for food or drink.
Foreign substance test you can sue if there is a foreign object that causes
injury to a person
Consumer expectation test- what would a consumer expect to find or not
find in food or drink if its something that u dont expect to find
Implied warranty Fitness for particular purpose- when seller expresses
that the good will conform to our needs
*the seller needs to know why you are buying these goods
*the seller makes the statement that the goods will function for particular

needs
*the buyer relies on sellers expertise and judgment
PG 223
Express warranties cant be disclaimed Implied warrantys can be either ..
When u buy something (as is) no implied warranty is attached
Disclaimed have to be put on a displayed place for a reasonable person to
see them
Warranty of good title- promising you that they have a valid title to sell the
good
Warranty of no security interests- bit means that a third party doesnt have a
claim
Warranty of no interference when goods are leased, the person leasing is
not going to interfere with your quiet enjoyment of a good
CHAPTER 18
IF a product is designed in such a way you have to sue everyone in the chain
of the production, and they are all named as defendants, and its on them to
prove whose fault it is
For torts there is no privity
Doctrine of strict liability
1)Defect in manufacture something happened in manufacture
2)Design defect the way it was designed it was defected there are
tests lie - risk utility analysis
3)Failure to warn you have to place proper warning when manufacturer
fails to post warning label on a product
4)Defect in packaging something is defective about packaging to cause
damage;
5)Failure to provide adequate instructions

DEFECT IN MANFUCTURE- the way the product was manufact

Abnormal misuse of a productGenerally dangerous product

Supervening event- modify product such that it causes injury

Assumption of risk- defendant has to prof that plaintiff knew and voluntary
assumed the risk
Comparative fault where party is also at fault
Lets assume we take chare and use it as a lather, and we hurt
We can only sue for purpose that
Failure to warn when there is a danger of something there needs to be a
warning way to sue for product diffect
We sue everyone in the whole chain, bc we dont know at which stage is
the diffect, and they prove among themselves who is responsible and who
is not

12a,13,14,15,16,18
Bribery
Condition is a qualification of a promise, that becomes a promise if its met.
There are 3 types of conditions:
1. Condition precedent- requires an occurrence in order for performance
of duty (if, on condition, when)
2. Condition subsequent- is condition whose occurrence or nonoccurrence automatically excuses the performance of a duty.
3. Concurrent condition- when parties at contract
4. Implied condition is implied from circumstances surrounding the
contract
GIVE AN EXAMPLE AND ASK WHICH CONDITION IT IS. WE NEED TO KNOW
WHAT WHAT HAPPENS IF WE FAIL TO DO SOMETHING> WE ARE IN BREACH
OF CONTRACT
Discharge by agreement/
When we agree to cancel contract or agreement we have and RECISSION.
Both party need to agree
Mutual agreement
Substituted contract- that will modify the terms of the first agreement
Novation- agreement that substitutes a new party for one of the of the

original parties and relieves the exiting party of the liability of contract, but
in order for that to happen all three parties must agree
Accord and satisfaction this is an settlement agreement that settles
contractual dispute.

Performance is cancelled due to

Death or incapacity of a person
Destruction of a subject matter will relieve further performance
Supervened illegality
Force masseur- an act of god. should something happen that is outside of
control of the party it will relieve t
Statute of Limitation- limits a time that a party can sue a person
When there is (non-material) minor breach you are entitled to damages that
are equal to money that you are incurred. When there is a (material)
substantial breach, and u neglected to preform, the other party is relieved
from performance.
Contract Law puts us in position that we were
Market price Contract price =7000-5000
Compensatory damage- award of money intended to compensate to nonbreaching party for loss of the barging
Consequential damages- are foreseeable damages that arise of circumstance
out of contract. You can sue for any consequences you are facing as a result
as other party breached the contract.
Liquidated damages- damages that are provided for by the contract
that should either party breach the contract, the non-breaching
party will be awarded x amount.That are provided in a contract
before the breach happens, before either party breaches the
contract. It should be reasonable price, on circumstances of the
contract.
Nominal damages- these are very little amounts just to prove the point.
Unjust enrichment- one party should not be able to retain something for
nothing. You shouldnt be unjustly enriched

Quantam MERUIT (reasonable cost of - a person who does something for you
should be compensated for the work at a reasonable market rate, so you
cannot be unjustly enriched.
Specific performance- when court orders someone to preform, bc of their
unique talent, its one of a kind
Induction- c ourt order to stop doing something, if someone is doing
something that would do you any harm.

Consideration- Something of legal value given in exchange for a legal

promise. Exchange of benfits
False- because its a gift.
Rich uncle john will give u 500$ if u quit smoking. it is consideration
Gift - Promise freely given and not induced by some benefit. However, once a
Engagement ring is a consideration
I will give u a pound of marihuana if u get all As illegal consideration
whenever there is illegal consideration, and its not valid consideration.
Illusiory promise- contract that both contracts enter but one or both parties
has an option to choose, and has an out of the contract. Its fake or illusiory
promise.
Pre-existing duty- when a party seeks to change something that they have
already agreed to in previous consideration. Not valid consideration.
Past- consideration- when party agrees to pay additional, its not valid
consideration.
Output contract - contract when the seller agrees to sell all of its production
to a single buyer.
Requirements contract- when a buyer agrees to purchase as much as they
require from one seller.
Settlement contract- we can agree that we will settle our dispute
Promissory Estoppel- is doctrine that prevents a withdrawal on a promise by
a promisor that will have a huge impact on promisee. 1. Promisor has to
make a promise 2. He has reasonably expect that promisee will rely on

promise. 3. Promisee has to rely on promise and engage in an act. 4.

Injustice----- MUSEUM OF MODERN ART (ON EXAM) --- YES based on
Promissory Estoppel
Offer- acceptance- consideration- capacity
Disaffirm option for a minor to cancel a contract since they are minor. 1.
Duty of restoration- return the goods or property that it is at disaffirmance. If
minor gave anything of monetary to a adult, he gets it back. 2.
RATIFICATION when a minor doesnt disaffirm a contract until he/she
reaches majority (turn 18), then u have ratified or accepted what u
have done by a minor.
Necessarys of life(food, shelter, clothes) they cant get out of this contract
Minors dont have mental capacity to enter a contract.
When there is destruction of subject matter- that would be due to
impossibility
Minimal breach Material breachContract price

MEASURE OF DAMAGES - Market Value-