Chapter 810, COMMERCIAL CODE

(810 ILCS 5/1-101) (from Ch. 26, par. 1-101) Sec. 1-101. Short Titles. (a) This Act may be cited as the Uniform Commercial Code. (b) This Article may be cited as Uniform Commercial Code - General Provisions. (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-102) (from Ch. 26, par. 1-102) Sec. 1-102. Scope of Article. This Article applies to a transaction to the extent that it is governed by another Article of the Uniform Commercial Code. (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-103) (from Ch. 26, par. 1-103) Sec. 1-103. Construction of Uniform Commercial Code to promote its purposes and policies; applicability of supplemental principles of law. (a) The Uniform Commercial Code must be liberally construed and applied to promote its underlyin…

(810 ILCS 5/1-104) (from Ch. 26, par. 1-104) Sec. 1-104. Construction against implied repeal. The Uniform Commercial Code being a general Act intended as a unified coverage of its subject matter, no part of it shall be deemed to be impliedly repealed by subsequent legislation if …

(810 ILCS 5/1-104a) (from Ch. 26, par. 1-104a) Sec. 1-104a. Legislative Intent. If any provision of this Act conflicts with Section 205-410 of the Department of Agriculture Law (20 ILCS 205/205-410), the provisions of that Section 205-410 control. If any provision of this Act con…

(810 ILCS 5/1-104b) Sec. 1-104b. Agriculture Production Contract Code. This Act is subject to the provisions of the Agriculture Production Contract Code. (Source: P.A. 93-522, eff. 1-1-05.)

(810 ILCS 5/1-105) (from Ch. 26, par. 1-105) Sec. 1-105. Severability. If any provision or clause of the Uniform Commercial Code or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions or applications of the Uniform Commer…

(810 ILCS 5/1-106) (from Ch. 26, par. 1-106) Sec. 1-106. Use of singular and plural; gender. In the Uniform Commercial Code, unless the statutory context otherwise requires: (1) words in the singular number include the plural, and those in the plural include the singular; and (2)…

(810 ILCS 5/1-107) (from Ch. 26, par. 1-107) Sec. 1-107. Section captions. Section captions are part of the Uniform Commercial Code. (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-108) (from Ch. 26, par. 1-108) Sec. 1-108. Relation to Electronic Signatures in Global and National Commerce Act. This Article modifies, limits, and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., exc…

(810 ILCS 5/1-109) (from Ch. 26, par. 1-109) Sec. 1-109. (Blank). (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-201) (from Ch. 26, par. 1-201) Sec. 1-201. General definitions. (a) Unless the context otherwise requires, words or phrases defined in this Section, or in the additional definitions contained in other Articles of the Uniform Commercial Code that apply to particular …

(810 ILCS 5/1-202) (from Ch. 26, par. 1-202) Sec. 1-202. Notice; knowledge. (a) Subject to subsection (f), a person has "notice" of a fact if the person: (1) has actual knowledge of it; (2) has received a notice or notification of it; or (3) from all the facts and circumstances k…

(810 ILCS 5/1-203) (from Ch. 26, par. 1-203) Sec. 1-203. Lease distinguished from security interest. (a) Whether a transaction in the form of a lease creates a lease or security interest is determined by the facts of each case. (b) A transaction in the form of a lease creates a s…

(810 ILCS 5/1-204) (from Ch. 26, par. 1-204) Sec. 1-204. Value. Except as otherwise provided in Articles 3, 4, 5, 6, and 12, a person gives value for rights if the person acquires them: (1) in return for a binding commitment to extend credit or for the extension of immediately av…

(810 ILCS 5/1-205) (from Ch. 26, par. 1-205) Sec. 1-205. Reasonable time; seasonableness. (a) Whether a time for taking an action required by the Uniform Commercial Code is reasonable depends on the nature, purpose, and circumstances of the action. (b) An action is taken seasonab…

(810 ILCS 5/1-206) (from Ch. 26, par. 1-206) Sec. 1-206. Presumptions. Whenever the Uniform Commercial Code creates a "presumption" with respect to a fact, or provides that a fact is "presumed", the trier of fact must find the existence of the fact unless and until evidence is in…

(810 ILCS 5/1-207) (from Ch. 26, par. 1-207) Sec. 1-207. (Blank). (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-208) (from Ch. 26, par. 1-208) Sec. 1-208. (Blank). (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-209) (from Ch. 26, par. 1-209) Sec. 1-209. (Blank). (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-301) Sec. 1-301. Territorial applicability; parties' power to choose applicable law. (a) Except as otherwise provided in this Section, when a transaction bears a reasonable relation to this State and also to another state or nation the parties may agree that the law…

(810 ILCS 5/1-302) Sec. 1-302. Variation by agreement. (a) Except as otherwise provided in subsection (b) or elsewhere in the Uniform Commercial Code, the effect of provisions of the Uniform Commercial Code may be varied by agreement. (b) The obligations of good faith, diligence,…

(810 ILCS 5/1-303) Sec. 1-303. Course of performance, course of dealing, and usage of trade. (a) A "course of performance" is a sequence of conduct between the parties to a particular transaction that exists if: (1) the agreement of the parties with respect to the transaction inv…

(810 ILCS 5/1-304) Sec. 1-304. Obligation of good faith. Every contract or duty within the Uniform Commercial Code imposes an obligation of good faith in its performance and enforcement. (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/1-305) Sec. 1-305. Remedies to be liberally administered. (a) The remedies provided by the Uniform Commercial Code must be liberally administered to the end that the aggrieved party may be put in as good a position as if the other party had fully performed but neither…

(810 ILCS 5/1-306) Sec. 1-306. Waiver or renunciation of claim or right after breach. A claim or right arising out of an alleged breach may be discharged in whole or in part without consideration by agreement of the aggrieved party in a signed record. (Source: P.A. 103-1036, eff.…

(810 ILCS 5/1-307) Sec. 1-307. Prima facie evidence by third-party documents. A document in due form purporting to be a bill of lading, policy or certificate of insurance, official weigher's or inspector's certificate, consular invoice, or any other document authorized or require…

(810 ILCS 5/1-308) Sec. 1-308. Performance or acceptance under reservation of rights. (a) A party that with explicit reservation of rights performs or promises performance or assents to performance in a manner demanded or offered by the other party does not thereby prejudice the …

(810 ILCS 5/1-309) Sec. 1-309. Option to accelerate at will. A term providing that one party or that party's successor in interest may accelerate payment or performance or require collateral or additional collateral "at will" or when the party "deems itself insecure", or words of…

(810 ILCS 5/1-310) Sec. 1-310. Subordinated obligations. An obligation may be issued as subordinated to performance of another obligation of the person obligated, or a creditor may subordinate its right to performance of an obligation by agreement with either the person obligated…

(810 ILCS 5/2-101) (from Ch. 26, par. 2-101) Sec. 2-101. Short title. This Article shall be known and may be cited as Uniform Commercial Code--Sales. (Source: Laws 1961, p. 2101.)

(810 ILCS 5/2-102) (from Ch. 26, par. 2-102) Sec. 2-102. Scope; certain security and other transactions excluded from this Article. (1) Unless the context otherwise requires, and except as provided in subsection (3), this Article applies to transactions in goods and, in the case …

(810 ILCS 5/2-103) (from Ch. 26, par. 2-103) Sec. 2-103. Definitions and index of definitions. (1) In this Article unless the context otherwise requires (a) "Buyer" means a person who buys or contracts to buy goods. (b) "Good faith" in the case of a merchant means honesty in fact…

(810 ILCS 5/2-104) (from Ch. 26, par. 2-104) Sec. 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 pr…

(810 ILCS 5/2-105) (from Ch. 26, par. 2-105) Sec. 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…

(810 ILCS 5/2-106) (from Ch. 26, par. 2-106) Sec. 2-106. Definitions: "contract"; "agreement"; "contract for sale"; "sale"; "present sale"; "conforming" to contract; "termination"; "cancellation"; "hybrid transaction". (1) In this Article unless the context otherwise requires "co…

(810 ILCS 5/2-107) (from Ch. 26, par. 2-107) Sec. 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 th…

(810 ILCS 5/2-201) (from Ch. 26, par. 2-201) Sec. 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 $500 or more is not enforceable by way of action or defense unless there is a record…

(810 ILCS 5/2-202) (from Ch. 26, par. 2-202) Sec. 2-202. Final 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 record intended by the parties as a final expression of their …

(810 ILCS 5/2-203) (from Ch. 26, par. 2-203) Sec. 2-203. Seals inoperative. The affixing of a seal to a record evidencing a contract for sale or an offer to buy or sell goods does not constitute the record a sealed instrument and the law with respect to sealed instruments does no…

(810 ILCS 5/2-204) (from Ch. 26, par. 2-204) Sec. 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…

(810 ILCS 5/2-205) (from Ch. 26, par. 2-205) Sec. 2-205. Firm offers. An offer by a merchant to buy or sell goods in a signed record 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 s…

(810 ILCS 5/2-206) (from Ch. 26, par. 2-206) Sec. 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…

(810 ILCS 5/2-207) (from Ch. 26, par. 2-207) Sec. 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 a…

(810 ILCS 5/2-208) (from Ch. 26, par. 2-208) Sec. 2-208. (Blank). (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/2-209) (from Ch. 26, par. 2-209) Sec. 2-209. Modification, rescission, and waiver. (1) An agreement modifying a contract within this Article needs no consideration to be binding. (2) A signed agreement which excludes modification or rescission except by a signed writi…

(810 ILCS 5/2-210) (from Ch. 26, par. 2-210) Sec. 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 co…

(810 ILCS 5/2-301) (from Ch. 26, par. 2-301) Sec. 2-301. General obligations 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: Laws 1961, p. 2101.)

(810 ILCS 5/2-302) (from Ch. 26, par. 2-302) Sec. 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…

(810 ILCS 5/2-303) (from Ch. 26, par. 2-303) Sec. 2-303. Allocation or division of risks. Where this Article 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. (Sou…