Question

What are the requirements for modifications under the UCC?

Answer 1

Parties to a contract may wish to modify or change the terms of their contract at some point. The requirements for modifying a contract differ depending on whether the contract involves the sale of goods to or by a merchant.

The UCC applies to contracts for the sale of goods to or by a merchant. Under the UCC, additional consideration is not necessary to modify a written contract, as long as the modification is entered into in good faith.

If the contract is not for the sale of goods to or by a merchant, then additional consideration is necessary to modify the terms of the contract. For example, Marge has contracted to sell her car to Paul. They both want to change some of the terms of the contract. Because the UCC does not apply to the sale of a car between private parties, some new consideration must be exchanged before the contract can be modified.