Wis. Stat. » CHAPTER 402 — UNIFORM COMMERCIAL CODE — SALES
Wisconsin Statutes

Wis. Stat. § 402.102 (2026)

Scope; certain security and other transactions excluded from this chapter

✓ current as of July 2026
Find cases: SyfertCases citing this section WI-LEGdocs.legis.wisconsin.gov JustiaChapter on Justia CornellLII Search CasesGoogle Scholar
402.102402.102 Scope; certain security and other transactions excluded from this chapter. Unless the context otherwise requires, this chapter applies to transactions in goods; it does not apply to any transaction which although in the form of an unconditional contract to sell or present sale is intended to operate only as a security transaction nor does this chapter impair or repeal any statute regulating sales to consumers, farmers or other specified classes of buyers.
402.102 AnnotationA consignment that involves a delivery of goods to a merchant who has been induced to accept them by an agreement from the consignor that permits their return in lieu of payment if they are not resold is a security consignment governed by ch. 409, as contrasted to a true consignment. Clark Oil & Refining Co. v. Liddicoat, 65 Wis. 2d 612, 223 N.W.2d 530 (1974).
402.102 AnnotationA mixed contract for goods and services is subject to this chapter if the predominant factor is a transaction of sale, with labor incidentally involved. Van Sistine v. Tollard, 95 Wis. 2d 678, 291 N.W.2d 636 (Ct. App. 1980).
402.102 AnnotationA contract for development of computer software is primarily a service contract and is not subject to the Uniform Commercial Code. Micro-Managers, Inc. v. Gregory, 147 Wis. 2d 500, 434 N.W.2d 97 (Ct. App. 1988).
402.102 AnnotationThis chapter does not just apply to a sale as that term is defined in s. 402.106 (6), but to the more general aspect of commerce: “transactions in goods.” The reach of Uniform Commercial Code (UCC) article 2, adopted as this chapter, goes considerably beyond the confines of the type of transaction that the UCC itself defines to be a sale, namely, the passing of title from a party called the seller to one denominated a buyer for a price. Estate of Kriefall v. Sizzler USA Franchise, Inc., 2011 WI App 101, 335 Wis. 2d 151, 801 N.W.2d 781, 09-1212.
402.102 AnnotationWisconsin applies the “predominant purpose” test to determine whether a mixed contract is subject to the Uniform Commercial Code. The predominant purpose test relies on both quantitative and subjective factors, including the language of the contract, the nature of the business of the supplier, the intrinsic worth of the materials, the circumstances of the parties, and the primary objective they hoped to achieve by entering into the contract. Ultimately, the court must consider both objective and subjective factors to determine whether, under the totality of the circumstances, the predominant purpose of the contract is for the sale of goods or services. Marquette University v. Kuali, Inc., 584 F. Supp. 3d 720 (2022).
Notes of Decisions
Cited in 34 cases (4 in the last 5 years), 1973–2026 · leading case: Linden v. Cascade Stone Co., Inc., 2005 WI 113 (Wis. 2005).
Sort: Relevance Newest Treatment
Linden v. Cascade Stone Co., Inc., 2005 WI 113 (Wis. 2005). · cites it 4× “Because the sales chapter of the UCC applies to transactions in goods, Wis. Stat. § 402.102 , and many contracts involved both goods and services, it was necessary to determine which component was predominant.”
Wickenhauser v. Lehtinen, 2007 WI 82 (Wis. 2007). · cites it 4× “Because the sales chapter of the UCC applies to transactions in goods, Wis. Stat. § 402.102 , and many contracts involved both goods and services, it was necessary to determine which component was predominant.”
CLL Assocs. Ltd. P'ship v. Arrowhead Pac. Corp., 497 N.W.2d 115 (Wis. 1993). · cites it 4× “…Section 402.725, Stats. 1989-90, is part of the Uniform Commercial Code and applies only to "transactions in goods." Section 402.102, Stats. 1989-90.”
Yorgan v. Durkin, 2006 WI 60 (Wis. 2006). · cites it 4× “Yorgan provided to Attorney Durkin were anything other than copies of Hernandez's pre-existing health care records, generated in the normal course of her treatment.”
Ins. Co. of North Am. v. Cease Elec. Inc., 2004 WI 139 (Wis. 2004). · cites it 2× “Unlike contracts for products or goods, which enjoy the benefit of well-developed law under the U.”
Selzer v. Brunsell Bros., Ltd., 2002 WI App 232 (Wis. Ct. App. 2002). · cites it 2× “See Wis. Stat. § 402.102 . A warranty action must be commenced within six years after the "cause of action has accrued.”
Est. of Kriefall v. Sizzler USA Franchise, Inc., 2011 WI App 101 (Wis. Ct. App. 2011). · cites it 4× “402, which "applies to transactions in goods," Wis. Stat. § 402.102 , "is easily decided from the language of the statute," see Hemberger v.”
C.G. Schmidt Inc. v. Permasteelisa North Am., 825 F.3d 801 (7th Cir. 2016). “A contract “may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of such a contract.”
Micro-Managers, Inc. v. Gregory, 434 N.W.2d 97 (Wis. Ct. App. 1988). · cites it 2× “] Section 402.102 provides that ch. 402 applies only to transactions in goods.”
Wilson v. Tuxen, 2008 WI App 94 (Wis. Ct. App. 2008). · cites it 2× “See, e.g., Wis. Stat. §§ 402.314 , 402.315, 402.”
Matter of Wood, 47 B.R. 774 (Bankr. W.D. Wis. 1985). · cites it 3× “The creditors quite properly argue that the transaction between Wood and Laufenberg was not a sale, but was rather a loan secured by a bill of sale to the herd given in lieu of any other form of security agreement.”
Lightcap v. Steenberg Homes, Inc., 466 N.W.2d 904 (Wis. 1991). · cites it 4× “A mobile home is a "commercial unit," sec. 402.105(1)(a), and the sale of a mobile home is a sale of "goods," sec.”
Show all 34 citing cases →
Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.