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Sales and Leases in Business Law

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Uniform Commercial Code (UCC)

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A comprehensive set of laws governing all commercial transactions in the United States and is relevant for sales and lease contracts.

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Offer and Acceptance

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In contract law, an offer is an invitation for a contract and acceptance is the agreement by the offeree to the terms of the offer.

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Consideration

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Something of value exchanged between parties that is necessary for a contract to be legally binding.

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Risk of Loss

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In sales law, risk of loss refers to the responsibility for damage or loss of goods, which varies depending on the contract terms and delivery method.

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Warranty of Title

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A guarantee by the seller to the buyer that the seller has good title to the goods and that transfer of title is rightful without any liens or encumbrances.

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Express Warranty

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An explicit guarantee by the seller regarding the quality, capability, or other characteristic of the goods.

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Implied Warranty

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A warranty that is not expressly stated but is implied by law to protect consumers, such as warranty of merchantability and warranty of fitness for a particular purpose.

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Sale on Approval

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A situation where the risk of loss and title to the good remains with the seller until the buyer approves or accepts the goods.

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Sale or Return

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A sale in which the buyer has the right to return the goods to the seller without obligation, if the goods fail to meet certain specified requirements.

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Lease Agreement

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A contract between a lessor and lessee for the use of property or goods for a specified period of time in exchange for payment.

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Security Interest

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A legal claim or lien on collateral that gives the creditor the right to repossession if the debtor defaults on the obligation.

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Bulk Transfer

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A transfer in a sale or lease where all or a substantial part of a business's inventory is sold or leased outside the ordinary course of business.

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Liquidated Damages

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An agreed upon amount of damages specified in a contract that the parties agree is a reasonable estimation of the damages in case of a breach.

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Remedies

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The legal means by which a right is enforced or the violation of a right is prevented, redressed, or compensated.

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Anticipatory Repudiation

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A declaration by the promising party to a contract that they do not intend to live up to their obligations under the contract.

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Financing Lease

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A lease agreement where the lessor does not select, manufacture, or supply the goods, and the leased goods are acquired for the lessee's use by a financier.

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Perfect Tender Rule

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A principle in sales law that requires the seller to deliver goods that conform perfectly to the contract specifications.

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Revocation of Acceptance

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A buyer's right to revoke their acceptance of goods if the goods have a defect that substantially impairs their value and the buyer accepted them based on the belief that the defect would be cured.

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