Uniform Commercial Code

Summary

The comprehensive code governing commercial transactions, adopted in whole or part by all US states.

Overview

The Uniform Commercial Code (UCC) is a comprehensive set of laws governing commercial transactions in the United States. Developed by the Uniform Law Commission and the American Law Institute, the UCC has been adopted in all 50 states (with Louisiana adopting most articles). It is organized into articles covering sales (Article 2), negotiable instruments (Article 3), bank deposits (Article 4), letters of credit (Article 5), bulk sales (Article 6), documents of title (Article 7), investment securities (Article 8), and secured transactions (Article 9).

Article 2: Sales

Article 2 governs contracts for the sale of goods, defined as tangible, movable property. Key provisions include the perfect tender rule, the battle of the forms (Section 2-207), implied warranties, and risk of loss. Article 2 has been revised (Article 2A covers leases of goods). Courts interpret the UCC liberally to promote its underlying purposes: simplify and modernize commercial law, permit continued expansion of commercial practices, and make uniform the law among jurisdictions.