Under the Uniform Commercial Code, which missing term cannot be supplied by the gap-fillers?

• A. Identity of the contracting parties
• B. Quantity of goods to be sold
• C. Price
• D. Delivery date

Answer: (A)

Under the Uniform Commercial Code, a contract for the sale of goods can be formed even if some terms are left open, because the code provides gap-fillers to complete missing terms when the parties intend to deal. Terms like price can be supplied by allowing a reasonable price at delivery if no price is fixed, and delivery date can be filled by a reasonable time or by the contract’s implied timing. Quantity can also be open in certain kinds of contracts (for example, a requirements or output contract) with the actual amount determined by ongoing performance. However, the identity of the contracting parties cannot be supplied by gap-fillers. Knowing who is selling and who is buying is essential to enforce the contract, and there is no UCC mechanism to infer or assign the parties involved. So the term that cannot be supplied is the identity of the contracting parties.