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Full-Text Articles in Law
Commenting On "Purpose" In The Uniform Commercial Code, David Frisch
Commenting On "Purpose" In The Uniform Commercial Code, David Frisch
Law Faculty Publications
This Article describes the congruities and incongruities of applying a purposive interpretation to Code provisions. We intend nothing provocative; indeed, it would be provocative to suggest that a living organism such as the UCC should be applied in a manner inconsiderate of its "purpose." Our object is to come to terms with the sources of purpose. What is it that counsel, courts, and transactors, for that matter, need in order to discern the law's reason that will determine their bargain, their rights when the bargain fails? In Part II of this Article, we focus on section 1-102 of the Code, …
Legal Design And The Evolution Of Commercial Norms, Jody S. Kraus
Legal Design And The Evolution Of Commercial Norms, Jody S. Kraus
Faculty Scholarship
The Uniform Commercial Code determines the content of most commercial law default rules by incorporating common merchant practices. The success of this incorporation strategy depends on the likely efficiency of evolved commercial practices. In this Article, I use the best available theory of cultural evolution to analyze how and why commercial practices evolve. This analysis confirms that the incorporation strategy is far superior to a system in which lawmakers rely predominantly on individual analysis and experimentation to design commercial law. But the analysis also demonstrates that common commercial practices, and the laws incorporating them, are unlikely to be optimal, in …