Colo. Rev. Stat. » Title 4

Colo. Rev. Stat. § 4-2-104

Definitions: "merchant" - "between merchants" - "financing agency"

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(1) "Merchant" means a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar to the practices or goods involved in the transaction, or to whom such knowledge or skill may be attributed by his employment of an agent or broker or other intermediary who by his occupation holds himself out as having such knowledge or skill. (2) "Financing agency" means a bank, finance company, or other person who in the ordinary course of business makes advances against goods or documents of title or who by arrangement with either the seller or the buyer intervenes in ordinary course to make or collect payment due or claimed under the contract for sale, as by purchasing or paying the seller's draft or making advances against it or by merely taking it for collection whether or not documents of title accompany or are associated with the draft. "Financing agency" includes also a bank or other person who similarly intervenes between persons who are in the position of seller and buyer in respect to the goods (section 4-2-707). (3) "Between merchants" means in any transaction with respect to which both parties are chargeable with the knowledge or skill of merchants.

Source: L. 65: p. 1299, § 1. C.R.S. 1963: § 155-2-104. L. 2006: (2) amended, p. 490, § 4, effective September 1.

Cross references: For the person in the position of a seller, see § 4-2-707.

4-2-105. Definitions: transferability - "goods" - "future" goods - "lot" - "commercial unit". (1) "Goods" means all things (including specially manufactured goods) which are movable at the time of identification to the contract for sale other than the money in which the price is to be paid, investment securities (article 8 of this title), and things in action. "Goods" also includes the unborn young of animals and growing crops and other identified things attached to realty as described in the section on goods to be severed from realty (section 4-2-107). (2) Goods must be both existing and identified before any interest in them can pass. Goods which are not both existing and identified are "future" goods. A purported present sale of future goods or of any interest therein operates as a contract to sell. (3) There may be a sale of a part interest in existing identified goods. (4) An undivided share in an identified bulk of fungible goods is sufficiently identified to be sold although the quantity of the bulk is not determined. Any agreed proportion of such a bulk or any quantity thereof agreed upon by number, weight, or other measure may to the extent of the seller's interest in the bulk be sold to the buyer who then becomes an owner in common. (5) "Lot" means a parcel or a single article which is the subject matter of a separate sale of delivery, whether or not it is sufficient to perform the contract. (6) "Commercial unit" means such a unit of goods as by commercial usage is a single whole for purposes of sale and division of which materially impairs its character or value on the market or in use. A commercial unit may be a single article (as a machine), or a set of articles (as a suite of furniture or an assortment of sizes), or a quantity (as a bale, gross, or carload), or any other unit treated in use or in the relevant market as a single whole.

Source: L. 65: p. 1300, § 1. C.R.S. 1963: § 155-2-105.

4-2-106. Definitions: "contract" - "agreement" - "contract for sale" - "sale" - "present sale" - "conforming" - "termination" - "cancellation" - "hybrid transaction". (1) In this article unless the context otherwise requires, "contract" and "agreement" are limited to those relating to the present or future sale of goods. "Contract for sale" includes both a present sale of goods and a contract to sell goods at a future time. A "sale" consists in the passing of title from the seller to the buyer for a price (section 4-2-401). A "present sale" means a sale which is accomplished by the making of the contract. (2) Goods or conduct including any part of a performance are "conforming" or conform to the contract when they are in accordance with the obligations under the contract. (3) "Termination" occurs when either party pursuant to a power created by agreement or law puts an end to the contract otherwise than for its breach. On "termination", all obligations which are still executory on both sides are discharged but any right based on prior breach or performance survives. (4) "Cancellation" occurs when either party puts an end to the contract for breach by the other, and its effect is the same as that of "termination", except that the cancelling party also retains any remedy for breach of the whole contract or any unperformed balance. (5) "Hybrid transaction" means a single transaction involving a sale of goods and: (a) The provision of services; (b) A lease of other goods; or (c) A sale, lease, or license of property other than goods.

Source: L. 65: p. 1301, § 1. C.R.S. 1963: § 155-2-106. L. 2023: (5) added, (SB 23-090), ch. 136, p. 527, § 6, effective August 7.

Notes of Decisions
Cited in 6 cases, 1984–2012 · leading case: Colorado-Kansas Grain Co. v. Reifschneider
Sort: Relevance Newest Treatment
Colorado-Kansas Grain Co. v. Reifschneider (1991) coloctapp · cites it 7× “As the term applies here, a “merchant" is defined in § 4-2-104(1), C.R.S., as: “a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar to the practices or goods involved in the transaction.”
Leica Geosystems, Inc. v. L.W.S. Leasing, Inc. (2012) cod · cites it 2× “Since both parties are merchants and the dispute pertains to the sale of goods, see Colo.Rev.Stat. § 4-2-104(1), § 2-207 of the UCC governs whether Leica’s Standard Terms became part of the parties’ contract.”
Ray L. Atchison Construction Co. v. Sossaman (1985) coloctapp · cites it 2× “Further, there is evidence in the record to support the conclusion that the parties discussed the question of warranties on the calves: Seller’s agent testified that he had told buyers that he could not guarantee the breeding of the calves until after their birth and that he…”
American Pride Co-op v. Seewald (1998) coloctapp · cites it 2× “Under §4-2-104(1), C.R.S.1998, as pertinent here, a merchant is “a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar’ to the practices or goods involved in the transaction.”
Cugnini v. Reynolds Cattle Co. (1984) colo “See § 4-2-104(1), 2 C.R.S. (1973). 7 . No one disputes that Kroeger, who is not a party to this action, sold the cattle to the Cug-ninis, who paid Kroeger the full purchase price, and that the Cugninis took delivery of the cattle from Kroeger.”
Graham Hydraulic Power, Inc. v. Stewart & Stevenson Power, Inc. (1990) coloctapp “1985); § 4-2-104, § 4-2-207, and § 4-2-316, C.R.”
— Colo. Rev. Stat. § 4-2-104(1) — 4 cases
Colorado-Kansas Grain Co. v. Reifschneider (1991) coloctapp “As the term applies here, a “merchant" is defined in § 4-2-104(1), C.R.S., as: “a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar to the practices or goods involved in the transaction.”
Leica Geosystems, Inc. v. L.W.S. Leasing, Inc. (2012) cod “Since both parties are merchants and the dispute pertains to the sale of goods, see Colo.Rev.Stat. § 4-2-104(1), § 2-207 of the UCC governs whether Leica’s Standard Terms became part of the parties’ contract.”
American Pride Co-op v. Seewald (1998) coloctapp “Under §4-2-104(1), C.R.S.1998, as pertinent here, a merchant is “a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar’ to the practices or goods involved in the transaction.”
Cugnini v. Reynolds Cattle Co. (1984) colo “See § 4-2-104(1), 2 C.R.S. (1973). 7 . No one disputes that Kroeger, who is not a party to this action, sold the cattle to the Cug-ninis, who paid Kroeger the full purchase price, and that the Cugninis took delivery of the cattle from Kroeger.”
— Colo. Rev. Stat. § 4-2-104(3) — 1 case
Colorado-Kansas Grain Co. v. Reifschneider (1991) coloctapp “As the term applies here, a “merchant" is defined in § 4-2-104(1), C.R.S., as: “a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar to the practices or goods involved in the transaction.”
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