Author Question: Under the Statutory Close Corporation Supplement to the MBCA, a close corporation may operate ... (Read 92 times)

ec501234 · **on:** Jun 24, 2018

Under the Statutory Close Corporation Supplement to the MBCA, a close corporation may operate without a board of directors.
Indicate whether the statement is true or false

Question 2

The UCC permits a buyer under a contract of sale to agree as part of the contract that he will not assert against an assignee any claim or defense that the buyer may have against the seller under certain circumstances. Identify these circumstances, and discuss the reason the UCC permits such a provision and how the FTC deals with such waiver of defense provisions.

cuttiesgirl16 · **Reply #1 on:** Jun 24, 2018

Answer to Question 1

TRUE

Answer to Question 2

The UCC permits the buyer to agree not to assert claims or defenses if the assignee takes the assignment for value, in good faith, and without notice of conflicting claims or of certain defenses. This type of provision is allowed because it renders the seller's rights more marketable. However, the FTC does not permit such waiver of defense provisions in consumer credit transactions. Most states also have statutes protecting buyers in consumer transactions by prohibiting waiver of defenses.