Mich. Comp. Laws » Michigan Compiled Laws / Chapter 440 / Act 174 of 1962

Mich. Comp. Laws § 440.2106

Contract, agreement, contract for sale, sale, present sale; definitions of certain terms.

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UNIFORM COMMERCIAL CODE


Act 174 of 1962


440.2106 Contract, agreement, contract for sale, sale, present sale; definitions of certain terms.

Sec. 2106.

    (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 2401). 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.

History: 1962, Act 174, Eff. Jan. 1, 1964

Notes of Decisions
Cited in 25 cases (4 in the last 5 years), 1967–2024 · leading case: Fisher Sand & Gravel Co. v. Neal a Sweebe, Inc.
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Fisher Sand & Gravel Co. v. Neal a Sweebe, Inc. (2013) mich · cites it 4× “] MCL 440.2106(1) defines “contract for sale” as including both a present sale of goods and a contract to sell goods at a future time.”
Baker v. Dec International (1998) mich · cites it 6× “§ 440.2106(2); M.S.A. § 19.2106(2). The statute describes a good *897 as conforming when it is "in accordance with the obligations under the contract.”
H&H Wholesale Servs., Inc. v. Kamstra Int'l (2019) mied · cites it 4× “The Court is well aware that a "[c]ontract for sale" "includes both a present sale of goods and a contract to sell goods at a future time," Mich. Comp. Laws § 440.2106 , and that the Vendor Agreement undoubtedly contemplated future sales of goods from Kamstra to H & H.”
Wolverine World Wide, Inc. v. Wolverine Canada, Inc. (2009) miwd · cites it 4× “MCL § 440.2106(1). When goods sold by a merchant fall under Article 2, the goods are accompanied by an implied warranty of merchantability (MCL § 440.”
People v. Lee (1994) mich · cites it 2× “At that moment, defendants had dominion over the watch and assumed any risk of loss or damage to it.”
State v. McQueen (2011) michctapp “” Black’s Law Dictionary (7th ed); see also MCL 440.2106(1) (a “sale,” as defined by the Uniform Commercial Code, 16 is “the passing of title from the seller to the buyer for a price”).”
Lorenz Supply Co. v. American Standard, Inc. (1980) michctapp “” A contract to sell is further explained in MCL 440.2106(1); MSA 19.2106(1) as follows: "In this article unless the context otherwise requires 'contract* and 'agreement’ are limited to those relating to the present or future sale of goods.”
Lorenz Supply Co. v. American Standard, Inc. (1984) mich “) MCL 440.2106; MSA 19.2106 defines "contract for sale” as both a "present sale of goods and a contract to sell goods at a future time.”
World Book, Inc v. Department of Treasury (1999) mich “, Lorenz Supply Co v American Standard, Inc, 419 Mich 610, 625 ; 358 NW2d 845 (1984) (noting that MCL 440.2106; MSA 19.2106 defines “contract for sale” as both a “present sale of goods and a contract to sell goods at a future time.”
Pritts v. J I Case Co. (1981) michctapp “Initially, we note that UCC § 2-207 is potentially applicable here since, although the contract at issue is labeled a lease, a clause in the contract provides that "at the end of 33 months rental, the machine becomes the property of Ragnar-Benson Corp.”
Advanced Plastics Corp. v. White Consolidated Industries, Inc. (1993) mied “§ 440.2106, U.C.C. § 2-106, says in part, “ ‘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.”
Nashville Eagle, Inc. v. Ford Motor Credit Co. (In Re Superior Ground Support, Inc.) (1992) miwb · cites it 2× “” Mich.Comp.Laws Ann. § 440.2106(1). Reference is explicitly made to Mich.”
Show all 25 citing cases →
— Mich. Comp. Laws § 440.2106(1) — 10 cases
Fisher Sand & Gravel Co. v. Neal a Sweebe, Inc. (2013) mich “] MCL 440.2106(1) defines “contract for sale” as including both a present sale of goods and a contract to sell goods at a future time.”
Wolverine World Wide, Inc. v. Wolverine Canada, Inc. (2009) miwd “MCL § 440.2106(1). When goods sold by a merchant fall under Article 2, the goods are accompanied by an implied warranty of merchantability (MCL § 440.”
People v. Lee (1994) mich “At that moment, defendants had dominion over the watch and assumed any risk of loss or damage to it.”
State v. McQueen (2011) michctapp “” Black’s Law Dictionary (7th ed); see also MCL 440.2106(1) (a “sale,” as defined by the Uniform Commercial Code, 16 is “the passing of title from the seller to the buyer for a price”).”
Lorenz Supply Co. v. American Standard, Inc. (1980) michctapp “” A contract to sell is further explained in MCL 440.2106(1); MSA 19.2106(1) as follows: "In this article unless the context otherwise requires 'contract* and 'agreement’ are limited to those relating to the present or future sale of goods.”
— Mich. Comp. Laws § 440.2106(2) — 2 cases
Baker v. Dec International (1998) mich “§ 440.2106(2); M.S.A. § 19.2106(2). The statute describes a good *897 as conforming when it is "in accordance with the obligations under the contract.”
J S Evangelista Development LLC v. Apco Inc (2023) michctapp
— Mich. Comp. Laws § 440.2106(3) — 2 cases
KLT Industries, Inc. v. Eaton Corp. (1981) mied
20241223_C367516_30_367516.Opn.Pdf (2024) michctapp
— Mich. Comp. Laws § 440.2106(4) — 1 case
20241223_C367516_30_367516.Opn.Pdf (2024) michctapp
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