Section 57A-2-101 – Short title.
57A-2-101. Short title. This chapter shall be known and may be cited as Uniform Commercial Code–Sales. Source: SL 1966, ch 150, §2-101; SDCL, §57-2-1.
Section 57A-2-102 – Scope–Certain security and other transactions excluded from this chapter.
57A-2-102. Scope–Certain security and other transactions excluded from this chapter. Unless the context otherwise requires, this chapter applies to transactions in goods; they do 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 […]
Section 57A-2-103 – Definitions and index of definitions.
57A-2-103. Definitions and index of definitions. (1) In this chapter unless the context otherwise requires: (a)”Buyer” means a person who buys or contracts to buy goods. (b)(Reserved.) (c)”Receipt” of goods means taking physical possession of them. (d)”Seller” means a person who sells or contracts to sell goods. (2) Other definitions applying to this chapter or […]
Section 57A-2-104 – Definitions–"Merchant"–"Between merchants"–"Financing agency".
57A-2-104. Definitions–“Merchant”–“Between merchants”–“Financing agency”. (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 […]
Section 57A-2-105 – Definitions–Transferability–"Goods"–"Future" Goods–"Lot"–"Commercial Unit".
57A-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 (chapter 57A-8) and things in action. “Goods” also includes the unborn young of animals and growing […]
Section 57A-2-106 – Definitions–"Contract"–"Agreement"–"Contract for Sale"–"Sale"–"Present sale"–"Conforming" to contract–"Termination"–"Cancellation".
57A-2-106. Definitions–“Contract”–“Agreement”–“Contract for Sale”–“Sale”–“Present sale”–“Conforming” to contract–“Termination”–“Cancellation”. (1)In this chapter 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 […]
Section 57A-2-107 – Goods to be severed from realty–Recording.
57A-2-107. Goods to be severed from realty–Recording. (1)A contract for the sale of minerals or the like (including oil and gas) or a structure or its materials to be removed from realty is a contract for the sale of goods within this chapter if they are to be severed by the seller but until severance […]
Section 57A-2-201 – Formal requirements–Statute of frauds.
57A-2-201. Formal requirements–Statute of frauds. (1) Except as otherwise provided in this section a contract for the sale of goods for the price of five hundred dollars or more is not enforceable by way of action or defense unless there is some writing sufficient to indicate that a contract for sale has been made between […]
Section 57A-2-202 – Final written expression–Parol or extrinsic evidence.
57A-2-202. Final written expression–Parol or extrinsic evidence. Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of […]
Section 57A-2-203 – Seals inoperative.
57A-2-203. Seals inoperative. The affixing of a seal to a writing evidencing a contract for sale or an offer to buy or sell goods does not constitute the writing of a sealed instrument and the law with respect to sealed instruments does not apply to such a contract or offer. Source: SL 1966, ch 150, […]
Section 57A-2-204 – Formation in general.
57A-2-204. Formation in general. (1)A contract for sale of goods may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of such a contract. (2)An agreement sufficient to constitute a contract for sale may be found even though the moment of its making is undetermined. (3)Even […]
Section 57A-2-205 – Firm offers.
57A-2-205. Firm offers. An offer by a merchant to buy or sell goods in a signed writing which by its terms gives assurance that it will be held open is not revocable, for lack of consideration, during the time stated or if no time is stated for a reasonable time, but in no event may […]
Section 57A-2-206 – Offer and acceptance in formation of contract.
57A-2-206. Offer and acceptance in formation of contract. (1)Unless otherwise unambiguously indicated by the language or circumstances: (a)an offer to make a contract shall be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances. (b)an order or other offer to buy goods for prompt or current shipment shall be […]
Section 57A-2-207 – Additional terms in acceptance or confirmation.
57A-2-207. Additional terms in acceptance or confirmation. (1)A definite and seasonable expression of acceptance or a written confirmation which is sent within a reasonable time operates as an acceptance even though it states terms additional to or different from those offered or agreed upon, unless acceptance is expressly made conditional on assent to the additional […]
Section 57A-2-209 – Modification, rescission and waiver.
57A-2-209. Modification, rescission and waiver. (1)An agreement modifying a contract within this chapter needs no consideration to be binding. (2)A signed agreement which excludes modification or rescission except by a signed writing cannot be otherwise modified or rescinded, but except as between merchants such a requirement on a form supplied by the merchant must be […]
Section 57A-2-210 – Delegation of performance–Assignment of rights.
57A-2-210. Delegation of performance–Assignment of rights. (1) A party may perform his duty through a delegate unless otherwise agreed or unless the other party has a substantial interest in having his original promisor perform or control the acts required by the contract. No delegation of performance relieves the party delegating of any duty to perform […]
Section 57A-2-301 – General obligation of parties.
57A-2-301. General obligation of parties. The obligation of the seller is to transfer and deliver and that of the buyer is to accept and pay in accordance with the contract. Source: SL 1966, ch 150, §2-301; SDCL, §57-4-1.
Section 57A-2-302 – Unconscionable contract or clause.
57A-2-302. Unconscionable contract or clause. (1)If the court as a matter of law finds the contract or any clause of the contract to have been unconscionable at the time it was made the court may refuse to enforce the contract, or it may enforce the remainder of the contract without the unconscionable clause, or it […]
Section 57A-2-303 – Allocation or division of risks.
57A-2-303. Allocation or division of risks. Where this chapter allocates a risk or a burden as between the parties “unless otherwise agreed,” the agreement may not only shift the allocation but may also divide the risk or burden. Source: SL 1966, ch 150, §2-303; SDCL, §57-4-4.
Section 57A-2-304 – Price payable in money, goods, realty, or otherwise.
57A-2-304. Price payable in money, goods, realty, or otherwise. (1)The price can be made payable in money or otherwise. If it is payable in whole or in part in goods each party is a seller of the goods which he is to transfer. (2)Even though all or part of the price is payable in an […]