Common Law-Providing a Service

We have seen the evolution of contract law from the twelfth century to the present. Express and implied contracts, promissory estoppel, and quasi-contract were all crafted, over centuries, by appellate courts deciding one contract lawsuit at a time.Many contract lawsuits continue to be decided using common law principles developed by courts.

Uniform Commercial Code-Sale of Goods

Business methods changed quickly during the industrial revolution. Corporations now regularly conducted business across state lines and around the world. These developments presented a problem, since common-law principles varied from state to state.

Businesses became frustrated, and sought a body of law for business transactions that reflected modern commercial methods and provided uniformity.The Uniform Commercial Code (UCC) was developed in 1952, and governs many aspects of commerce. The Code governs the sale and leasing of goods, negotiable instruments, bank deposits, letters of credit, investment securities, secured transactions and other commercial matters. Every state has adopted at least part of the UCC.

Goods: Are things that are movable, other than money and investment securities.

Regarding contracts, the most important part of the Code is Article 2, governing goods: anything movable, except for money, securities, and certain legal rights. If a contract involves both goods and services is a mixed contract. In a mixed contract (service and goods), Article 3 governs only if the primary purpose was the sale of goods. This is known as the predominant factor test.