Hardware Software And Service Contracts

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Hardware, Software And Service Contracts Eric Goldman Marquette University Law School Eric.goldman@marquette.edu Http://eric_Goldman.tripod.com Hypothetical Purchase/sale Of A Baggage Scanner � Hardware � Software To Run The Hardware � Initial Services � Installation � Customization For Buyer’S Specific Needs (Software; Maybe Hardware) � Training � Ongoing Services � Hardware Fixes/replacements � Software Bug Fixes � Software Upgrades Ucc Article 2 Applies To This Transaction Hypothetical Overview Acceptance Warranties/representations Support Licenses Overview Today’S Key Lesson: “It’S All About The Remedies” � Remedies First, Drafting (Or Reviewing) Second � Remedy-Less Provisions Are Usually Worthless � If You Focus On Remedies, You’Ll Draft Efficient Contracts Acceptance Life Cycle Of A Sale Delivery Acceptance Warranty Support Seller’S Goal: Move Buyer To “Support” Stage Asap � Narrow Buyer’S Remedies � Accelerate Revenue Recognition Acceptance Ucc 2-601: Perfect Tender Rule � Deliv