Article 2 starts as the project of a scholar, Llewellyn. Most statutes simply appear, but his contains commentary and documentation about what he wanted to do. He wrote poetry, liked whiskey, etc. Quite a character. FDR supporter, folk dancer, '30s liberal. He believed that wise judges were what we really had to rely on, not the will of the people, and not rules from above. Progressivism: people who are smart are supposed to fix things for others (ivory tower arguments notwithstanding). Llewellyn wanted to help judges do their work. But there are elements of compromise with "uptown" (Wall St.) law. Pragmatic muddling through, not German rationalism.
Note that the revised standards are not really that hugely different (still transactions in goods). Plus they're not enacted: just potential law. But they do talk about cases in "goods and non-goods," saying you've got options about what to do.
Wittgenstein on the definition of "game." It's a perfectly useful word, but the definition is misty. "I ask you to teach my children a game and you teach them Russian roulette. Have you obeyed my instructions?" There's no simple process of definition for many of the important concepts here. The World Bank goes around judging whether countries have "the rule of law." Where does "the rule of law exist in the world? Why write the UCC with this flexibility: because Llewellyn knew he could not anticipate all details of changes in contract needs. Note the adversarial arms race between tax codes and tax shelters.
Poor folks go to jail. Rich folks have a position, negotiate, and settle. With enough money you can make a good enough legal argument, most of the time, to preserve some of your stuff. See, for example, bankruptcy law: the ultimate end where we settle even though I have not performed on my contracts. Average fed judge income is over $1M before they become judges. Does the judiciary look like America? Ex-prosecutors who become state judges, etc.
Irony: this class is taught in the Arthur Anderson room.
Land law is very old and very important (estates were the determiner of old English social status). Mostly we don't worry so much about title to movable goods (cars maybe) the way we do about real estate (title insurance, etc., is a big deal). Because we want to be VERY SURE we are not buying stolen stuff and it REALLY WILL be ours.
Note that Bonebreak v. Cox is a 1974 case. Need to check if it's still the law. (see citation on p. 44 : footnote 14). F.2d is "Fed Second." Because it's Federal, is it the law for us. 8th Cir. Means "eight circuit." Rocky Mountains. Some things are more persuasive than others. When we cite authority, we need to determine if it IS IN FACT authority.
How does a contracts case end up in federal court? Diversity jurisdiction: in national commerce, we don't want local courts always finding for the hometown favorite. So in cases where there's diversity of citizenship (i.e., concerns the rights of citizens of more than one state), either party can move the case to federal court, but substantive law is that of the state that had original jurisdiction (Erie Doctrine), and procedural law is federal.
Tactical significance. Sometimes the commute will kill you (in travel costs, etc.). Moving the case may prevent one party from asserting their rights. Building cost barriers to litigation can be a strategy for deterring someone from pursuing a matter. Not only that, you might need co-counsel, because you don't know the federal rules of procedure. Zowie.
Even the revised statute basically says "the court should figure out what's right to do, in terms of which kind of law to apply." Note that software is exempt, because the people who make software want their own laws. Change the copyright law to say "whatever happens we win." A EULA is not really a "bargain of the parties in fact" which UCC says defines a contract. Basically it was GE that lobbied this way.
But what's the difference between the will a lawyer makes and one in a book which you buy (which is goods)?
Really it's almost never pure goods and pure services. When you get your teeth cleaned, you are also buying some tooth powder and other consumables.
See Mark Galanter's article "Why the Haves Come Out Ahead." (13th most cited article by a law prof ever). 1998 party to celebrate 25th anniversary of its publication. Macaulay hires a caterer, they work out the menu, plan the booze. They cook the food, deliver it, arrange it, serve it, tend bar, clean up (the best part!). Probably not an Article 2 transaction. The sign outside does not say "the school of good ideas... it's the Law School."
Suppose one of the waiters accidentally trips a guest and breaks his leg. Or serves a tainted hors d'ouvre and makes someone sick. See § 1-102(1) Official Comment 1 (last paragraph). So sometimes goods law applies to goods part of contract, and services law applies to services part. You make an argument that this is how it should be. So is this party an Article 2 matter? Maybe. Depends on the state, the fact pattern, etc. There's not a lot of authority here, and you'd maybe need to differentiate.
Delaware law, for example, pretty much always supports big corporations. So say "this contract is under the laws of Delaware." Or "the parties agree to settle this by arbitration, etc." Mixed goods and services is always a tough matter.
This stuff matters (i.e., are we within Article 2?) when Article 2 has a different law than the general (or specific) contract law that would otherwise apply.
In real life, there are costs to suing people. When you win a lawsuit, you get a piece of paper from a judge. You give this to the Sherrif, who goes and finds non-exempt property and sell it to get you paid. Assuming something of that sort exists... the exemption statute is an excellent piece of cultural anthropology: you must leave worker's tools, 1 television set, and bibles.
Note that blackboards are hard on left-handed people: they erase them as they write. Irony again. What do lawyers do for social time? Gossip about judges.
Start with § 2-703. You can go on to other things only after this. It requires a failure of performance by a buyer. This means there must be a binding contract. Which we then measure against the buyer's performance, and whether or not there were any good excuses for failure to perform. For the moment, we'll assume all of this, which means we can go use § 2-703. Know the options there.
Contrary to my fears, keeping the apples doesn't screw anything up for the seller.
Note that the buyer may not know as well as the seller how to unload the goods. That's why seller must resell-- we are trying to minimize damages as much as possible. And that's the preview of the Bloomer Girl case. A feminist musical, by the way, written by actual communists, it would seem.