Re: hamburgers & jobs

["David B. Shemano" <dshemano@xxxxxxxxxx>]

Michael Perelman writes:

>> I did not mean that the distinction is moral.  Only that it is difficult to separate
>> services & goods in many cases. Monsanto "rents" seeds; it does not sell them,
>> because they don't want the farmer to own the seeds.  Are they supplying a service?

If you are really interested regarding goods and services, the Uniform Commercial Code has definitions of goods, intangibles, etc.  The definitions are critical to determine what law applies to transactions (i.e. the Commercial Code provisions governing "sales" only applies to transactions concerning goods and not services) and how to obtain and perfect security interests.  There is lots of case law on these issues (e.g., if I hire a contractor to install a new kitchen and the contractor installs a defective appliance, are my remedies based upon the sale of goods or the provision of services?).

The seeds are many things under the Commercial Code.  They are "goods" because they are "movable" and do not fit into any of the exclusions of the definition (e.g., accounts, chattel paper, general intangibles, etc.)  The seeds are Monsanto's "inventory," because the seeds are "goods . .. held by a person for sale or lease or to be furnished under a contract of service."  In the hands of the farmer/lessee, the seeds are "farm products."  Depending on how the transaction is documented, the "rent" owed by the farmer to Monsanto could be an "account","chattel paper" or "general intangible."  Because the seeds are "leased" and not sold to the customer, the Commercial Code provisions concerning sales would not apply.

David Shemano