Tennessee Code Annotated
Tenn. Code Ann. § 47-2-105 (2026)
Definitions - Transferability - "Goods" - "Future goods" - "Lot" - "Commercial unit."
✓ current as of May 2026
- (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 (chapter 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 (§ 47-2-107).
- (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 or 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.
Acts 1963, ch. 81, § 1 (2-105).
Notes of Decisions
Cited in 17
cases (1 in the last 5 years), 1983–2025 · leading case: Orlowski v. Bates, 146 F. Supp. 3d 908 (W.D. Tenn. 2015).
Orlowski v. Bates, 146 F. Supp. 3d 908 (W.D. Tenn. 2015). “” Tenn. Code Ann. § 47-2-105 (1). The precious metals were not “money” or “investment securities” as defined in the Tennessee Code.”
Trinity Indus., Inc. v. McKinnon Bridge Co., 77 S.W.3d 159 (Tenn. Ct. App. 2001). “We do not think one could argue that the individual pieces of steel were not goods under the statutory definition contained in Tenn. Code Ann. § 47-2-105 (1): “all things .”
Brooks Cotton Co., Inc. v. Bradley F. Williams, 381 S.W.3d 414 (Tenn. Ct. App. 2012). “at 68 ; see also Tenn. Code Ann. § 47-2-105 (same definition).”
Audio Visual Artistry v. Stephen Tanzer, 403 S.W.3d 789 (Tenn. Ct. App. 2012). “Tennessee Code Annotated Section 47-2-105 sets out the current definition of “goods” under the UCC.”
Hudson v. Town & Country True Value Hardware, Inc., 666 S.W.2d 51 (Tenn. 1984). “NOTES [1] "Goods" are defined in T.C.A. § 47-2-105(1) as follows: "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…”
Bill Brown Constr. Co. v. Glens Falls Ins. Co., 818 S.W.2d 1 (Tenn. 1991). “If insurance contracts were included in the statutory definition of “goods,” Tenn.Code Ann. § 47-2-105, Glens Falls would be liable for breach of the implied warranty of fitness for a particular purpose.”
Pro Page Partners, LLC v. Message Express Paging Co. (In Re Pro Page Partners, LLC), 270 B.R. 221 (Bankr. E.D. Tenn. 2013). “See Tenn. Code Ann. § 47-2-105 (l). 3 With respect to when title to the sale of goods passes, the Uniform Commercial Code, as adopted in Tennessee, provides in part the following rules: (1) Title to goods cannot pass under a contract, for sale prior to their identification to…”
Knoxville Rod & Bearing, Inc. v. Bettis Corp. of Knoxville, 672 S.W.2d 203 (Tenn. Ct. App. 1983). “In holding the UCC applicable the court said: (8) For the Statute of Frauds relating to the sale of goods to become applicable, we do not believe every asset subject to the sale must qualify under the “movable” test of U.”
Upperline Equip. Co. v. J & M, Inc., 724 F. Supp. 2d 883 (E.D. Tenn. 2009). “§§ 47-2-105(1), 47-2-201(1). The Statute of Frauds states that a contract is “not enforceable by way of action or defense unless there is some writing or record sufficient to indicate that a contract for sale has been made between the parties and signed by the party against whom…”
Beds & More, Inc. v. Deutscher (In Re S. Indus. Banking Corp.), 36 B.R. 1008 (Bankr. E.D. Tenn. 1984). “Tenn.Code Ann. § 47-2-102 (1979). The term “goods” means “all things .”
Gameel Mesad v. Joseph Yousef (Tenn. Ct. App. 2018). “Tennessee Code Annotated section 47-2-105(1) provides that: ‘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…”
SNMP Rsch., Inc. v. Broadcom Inc. (E.D. Tenn. 2025). “” T.C.A. § 47-2-105(1). A “sale” “consists in the passing of title from the seller to the buyer for a price.”
— Tenn. Code Ann. § 47-2-105(1) — 8 cases
Hudson v. Town & Country True Value Hardware, Inc., 666 S.W.2d 51 (Tenn. 1984). “NOTES [1] "Goods" are defined in T.C.A. § 47-2-105(1) as follows: "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…”
Orlowski v. Bates, 146 F. Supp. 3d 908 (W.D. Tenn. 2015). “” Tenn. Code Ann. § 47-2-105 (1). The precious metals were not “money” or “investment securities” as defined in the Tennessee Code.”
Knoxville Rod & Bearing, Inc. v. Bettis Corp. of Knoxville, 672 S.W.2d 203 (Tenn. Ct. App. 1983). “In holding the UCC applicable the court said: (8) For the Statute of Frauds relating to the sale of goods to become applicable, we do not believe every asset subject to the sale must qualify under the “movable” test of U.”
Upperline Equip. Co. v. J & M, Inc., 724 F. Supp. 2d 883 (E.D. Tenn. 2009). “§§ 47-2-105(1), 47-2-201(1). The Statute of Frauds states that a contract is “not enforceable by way of action or defense unless there is some writing or record sufficient to indicate that a contract for sale has been made between the parties and signed by the party against whom…”
Beds & More, Inc. v. Deutscher (In Re S. Indus. Banking Corp.), 36 B.R. 1008 (Bankr. E.D. Tenn. 1984). “Tenn.Code Ann. § 47-2-102 (1979). The term “goods” means “all things .”
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