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sued the hospital, among others, alleging breach of UCC Article 2’s various warranties owing to the defective needle. The man’s contract with the hospital was primarily one for services— i.e. , performance of the surgery. The suturing needle was merely incidental to providing the surgery. Even so, the focus of the man’s lawsuit was the broken needle, a good. What is more, the hospital charged the man for the needle, resulting in an effective sale of the needle. Accordingly, under the gravamen test, UCC Article 2 governs the man’s claims against the hospital. [ See Skelton v. Druid Cty. Hospital Bd. , 459 So.2d 818 (Ala. 1984).] (2) A woman went to a beauty salon for a permanent weave. To that end, the beautician applied a permanent weave solution to the woman’s hair. As it turned out, the solution was defective; it burned the woman’s scalp and caused most of her hair to fall out. The woman sued, invoking UCC Article 2’s various warranties. Though the transaction here was arguably mainly one for services, the salon did sell the solution as part of that transaction. The woman’s lawsuit focused on the defective solution, a good, not any poor work on the beautician’s part. Accordingly, under the gravamen test, UCC Article 2 governed the lawsuit. [ See Newmark v. Gimbel’s, Inc. , 258 A.2d 697 (N.J. 1969).] 4. Role of the Common Law in a Transaction Subject to the UCC Even if the UCC governs a transaction, the common law may have a significant role to play. Namely, even if the UCC applies, common-law principles of law and equity apply, too, except insofar as the UCC specifically displaces them. The UCC generally displaces the common law to the extent of any inconsistency or conflict between the two, and to the extent applying the common law would be inconsistent with the UCC’s purposes and policies (even if not inconsistent with the UCC’s express language). On the other hand, insofar as the UCC does not displace the common law, the common law supplements (but never supplants) the UCC. This rule embraces the common law of contracts (including rules governing capacity to contract), related equitable principles, fraud, duress, mistake, estoppel, the law of agency, applicable state statutes outside the UCC (unless the UCC is subordinate to those statutes), and more. [U.C.C. § 1-103(b), cmts. 2-4 (2001).] Key Terms in UCC Article 2 UCC Article 2 features many technical terms of art, understanding of which is crucial to mastering the more sophisticated and intricate legal principles in the article. To that end, this outline defines several of these terms here. Most of these terms occur throughout this outline, so studying them early on is vital.
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