§ 153. Rights may be enforced by action. Where any right, duty or liability is declared by this artide, it may, unless otherwise by this article provided, be enforced by action. (Added by L. 1911, ch. 571, in effect Sept. 1, 1911.) § 154. Rule for cases not provided for by this article. In any case not provided for in this article, the rules of law and equity, including the law merchant, and in particular the rules relating to the law of principal and agent and to the effect of fraud, misrepresentation, duress or coercion, mistake, bankruptcy, or other invalidating cause, shall continue to apply to contracts to sell and to sales of goods. (Added by L. 1911, ch. 571, in effect Sept. 1, 1911.) § 155. Provisions not applicable to mortgages. The provisions of this article relating to contracts to sell and to sales do not apply, unless so stated, to any transaction in the form of a contract to sell or a sale which is intended to operate by way of mortgage, pledge, charge or other security. (Added by L. 1911, ch. 571, in effect Sept. 1, 1911.) § 156. Definitions. 1. In this article, unless the context or subject-matter otherwise requires: "Action" includes counterclaim, set-off and suit in equity. Buyer" means a person who buys or agrees to buy goods or any legal successor in interest of such person. 66 Defendant" includes a plaintiff against whom a right of set-off or counterclaim is asserted. "Delivery" means voluntary transfer of possession from one person to another. "Divisible contract to sell or sale" means a contract to sell or a sale in which by its terms the price for a portion or portions of the goods less than the whole is fixed or ascertainable by computation. "Document of title to goods" includes any bill of lading, dock warrant, warehouse receipt or order for the delivery of goods, or any other document used in the ordinary course of business in the sale or transfer of goods, as proof of the possession or control of the goods, or authorizing or purporting to authorize the possessor of the document to transfer or receive, either by indorsement or by delivery, goods represented by such document. "Fault" means wrongful act or default. 1 "Fungible goods" means goods of which any unit is from its nature or by mercantile usage treated as the equivalent of any other unit. "Future goods" means goods to be manufactured or acquired by the seller after the making of the contract of sale. "Goods" include all chattels personal other than things in action and money. The term includes emblements, industrial growing crops, and things attached to or forming part of the land which are agreed to be severed before sale or under the contract of sale. "Order" in sections of this act relating to documents of title means an order by indorsement on the document. "Person" includes a corporation or partnership or two or more persons having a joint or common interest. "Plaintiff" includes defendant asserting a right of set-off or counterclaim. "Property means the general property in goods, and not merely a special property. "Purchaser" includes mortgagee and pledgee. "Purchases" includes taking as a mortgagee or as a pledgee. "Quality of goods" includes their state or condition. "Sale" includes a bargain and sale as well as a sale and delivery. (6 Seller means a person who sells or agrees to sell goods, or any legal successor in the interest of such person "Specific goods" means goods identified and agreed upon at the time a contract to sell or a sale is made. 2. A thing is done "in good faith" within the meaning of this article when it is in fact done honestly, whether it be done negligently or not. 3. A person is insolvent within the meaning of this article who either has ceased to pay his debts in the ordinary course of business or cannot pay his debts as they become due, whether he has committed an act of bankruptcy or not, and whether he is insolvent within the meaning of the federal bankruptcy law or not. 4. Goods are in a "deliverable state" within the meaning of this article when they are in such a state that the buyer would, under the contract, be bound to take delivery of them. (Added by L. 1911, ch. 571, in effect Sept. 1, 1911.) § 157. Article does not apply to existing sales or contracts to sell None of the provisions of this article shall apply to any sale, or to any contract to sell, made prior to the taking effect of this article. (Added by L. 1911, ch. 571, in effect Sept. 1, 1911.) § 158. No repeal of uniform warehouse receipt laws. Nothing in this act or in any repealing clause thereof shall be construed to repeal or limit any of the provisions of the law to make uniform the law of warehouse receipts, or of the law, if enacted, to make uniform the law of bills of lading, or of section nine hundred and forty-three of chapter eighty-eight of the laws of nineteen hundred and nine, constituting chapter forty of the consolidated laws. (Added by L. 1911, ch. 571, in effect Sept. 1, 1911.) ARTICLE 6.* (Renumbered by L. 1911, ch. 571, in effect Sept. 1, 1911.) LAWS REPEALED; WHEN TO TAKE EFFECT. SECTION 80. Laws repealed. 1. When to take effect. 165. Laws repealed. Of the laws enumerated in the schedule hereto annexed, that portion specified in the last column is hereby repealed. (Renumbered by L. 1911, ch. 571, in effect Sept. 1, 1911.) Derivation: Personal Property Law, § 40. 166. When to take effect. This chapter shall take effect immediately. (Renumbered by L. 1911, ch. 571, in effect Sept. 1, 1911.) Derivation: Personal Property Law, § 41. In the renumbering of this article by L. 1911, ch. 571, article 7 added by L. 1911, ch. 248 was overlooked. The numbering of these two articles should have been transposed. L. 1913, ch. 600, which added another article 6, should have also transposed this article 6 and made it article 8. i SCHEDULE OF LAWS REPEALED. Revised Statutos.... Part 1, chapter 20, title 19, article 2....All 1787..... Section .All ...All . All Laws of Chapter All All All |