N.Y. Uniform Commercial Code Law § 2-106: Definitions

Section 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, "contract"

and "agreement" are limited to those relating to the present or future

sale of goods. "Contract for sale" includes both a present sale of goods

and a contract to sell goods at a future time. A "sale" consists in the

passing of title from the seller to the buyer for a price (Section

2--401). A "present sale" means a sale which is accomplished by the

making of the contract.

(2) Goods or conduct including any part of a performance are

"conforming" or conform to the contract when they are in accordance with

the obligations under the contract.

(3) "Termination" occurs when either party pursuant to a power created

by agreement or law puts an end to the contract otherwise than for its

breach. On "termination" all obligations which are still executory on

both sides are discharged but any right based on prior breach or

performance survives.

(4) "Cancellation" occurs when either party puts an end to the

contract for breach by the other and its effect is the same as that of

"termination" except that the cancelling party also retains any remedy

for breach of the whole contract or any unperformed balance.

(5) "Hybrid transaction" means a single transaction involving a sale

of goods and:

(a) the provision of services;

(b) a lease of other goods; or

(c) a sale, lease, or license of property other than goods.