The uniform commercial code definition of goods refers to a collection of broad business laws that are used to regulate commercial business services in the United States.

What Is the Uniform Commercial Code?

The Uniform Commercial Code (UCC) covers many commercial business aspects, but it most commonly refers to contracts. The American Law Institute (ALI) and the National Conference of Commissioners on Uniform State Laws (NCCUSL) initially created the code.

The code was created in an attempt to create consistency across business practices in the United States. It also makes commercial laws more simplified, clear, and relatable to current business practices. The Uniform Commercial Code includes:

  • Business term definitions
  • Contract guidelines
  • Contract resolution techniques.

The Uniform Commercial Code is separated into 11 articles:

  • General sales provisions
  • Sale of goods
  • Lease terms and contracts
  • Negotiable instruments
  • Bank deposits and collections
  • Funds transfers
  • Letters of credit
  • Bulk transfers/bulk sales
  • Documents of title
  • Investment securities
  • Secured transactions.

UCC Versions and Amendments

The first copy of the Uniform Commercial Code was created in 1952. Since then, the code has been edited and updated many times to reflect changing business practices better. Additionally, different states implement updates to the UCC on their own schedule.

It is important to remember the UCC is not actually legally binding. It is more of a guide for business owners across the country. Instead, business owners are actually bound under their state commercial codes. Many of the states have legal regulations that are similar to what you will find in the UCC. However, it is important to always check state-specific codes before making business decisions.

Beyond the Rules: The Official Comments

The Uniform Commercial Code contains both legal terms that some might find difficult to read and official comments. The official comments are used to provide a clear and concise translation of the specific code. Many of the official comments will also include specific case examples. The official comments, however, are not included on every copy of the UCC.

The Uniform Commercial Code › U.C.C. - § 2-105

The UCC clearly stipulates that it applies to contracts used for the sale of commercial goods. Furthermore, the UCC defines the sale of goods as items that are movable. This can refer to:

  • Natural resources
  • Technological equipment
  • Any other tangible item.

The UCC does exclude from its codes the sale of:

  • Real estate or land
  • Services
  • Intangible items.

Money that is used as a payment form is also excluded from being included in the definition of goods. The goods involved in a sale must include the following aspects:

  • The goods must be movable at the time of the contract.
  • The goods must be existing and identifiable before an agreement of purchase is made.
  • The sale can include partial interest in the goods.
  • An undivided share of goods can be sold, and the quantity does not have to be calculated as it does in partial goods.
  • The sale of lots must include a single item or a parcel and is a separate delivery or sale.
  • Commercial units must include goods that are used for commercial usage. Goods for commercial use can be sold as a single item or a number of items.

UCC Exclusions to the Sale of Goods

The Uniform Commercial Code regulates the sale of goods. However, there are a few sales situations that the UCC does not include under its code regulations. The UCC only includes the sales from merchants with specialized knowledge. Any sales between two private parties would not be included in the UCC requirements.

The UCC also only applies to the sale of goods. This can be confusing in some industries when there is a question as to whether services or goods are actually being sold. Items such as oil, minerals, and gas can be questionable. But they are often not regulated by the UCC and are included in real estate sales.

Do I Need a Lawyer for Help with Contracts for Sales of Goods?

UCC laws can be complex and complicating. A business lawyer can assist with:

  • Researching current UCC state laws.
  • Drafting a contract.
  • Editing existing sales contracts.

A business attorney can also assist you in contract disputes that can lead to lawsuits.

If you need help with uniform commercial code definition of goods, you can post your legal job on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.