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Chapter 20The Formation of Sales andLease ContractsSee Separate Lecture Outline SystemINTRODUCTIONThe Uniform Commercial Code (UCC) is probably the most important piece of commercial legislation inthe history of the United States. The drafters of the UCC comprised a sophisticated group of legal scholars—Karl Llewellyn, Grant Gilmore, Homer Kripke, and Soia Mentschikoff. The UCC created a nearly uniform bodyof law in each state, greatly facilitating interstate commerce.Because of its nearly uniform applicability, your students may be confused about whether the UCC is astate or federal law. As discussed in Chapter 1, the UCC was (and remains) a joint effort of the NationalConference of Commissioners on Uniform State Laws and the American Law Institute. All its articles havebeen adopted with few changes by every state (except Louisiana, which has not adopted Articles 2 and 2A) andthe District of Columbia. Despite differences, the UCC contains many similarities to the common law contractprinciples discussed in the previous chapters. Indeed, such similarities should be expected, because the UCCrepresents the codification of much of the common law of contracts.127
128 INSTRUCTOR’S MANUAL TO ACCOMPANY BUSINESS LAW, ELEVENTH EDITIONThis chapter also briefly reviews the United Nations Convention on Contracts for the International Saleof Goods (CISG) and special provisions in international contracts.
CHAPTER 20: THE FORMATION OF SALES AND LEASE CONTRACTS 129ADDITIONAL RESOURCES—AUDIO & VIDEO SUPPLEMENTSThe following audio and video supplementsrelate to topics discussed in this chapter—PowerPoint SlidesTo highlight some of this chapter’s key points, you might use the Lecture Review PowerPoint slidescompiled for Chapter 20.South-Western’s Business Law Video SeriesThe situational video Sales provides students with a review of the material in this chapter.Drama of the LawVideo No. 2 of this series, entitled “Offer and Acceptance,” which focuses on the sale of a used car,applies the concepts of offer and acceptance to the everyday world in which students live. See theInstructor’s Manual for The Drama of the Law, pages 9-14 (Script) and pages 15-18 (Teaching Points of Law).CHAPTER OUTLINEI.Uniform Commercial CodeA.COMPREHENSIVE COVERAGEOFTHE UCCThe UCC covers all of the phases of an ordinary sale or lease of goods, including the formation ofthe contract (Article 2 or 2A), payment (Articles 3, 4, and 4A), title documents during storage(Article 7), and security for unpaid amounts (Article 9). In addition, Article 6 concerns transfers by