Since 1952, the US Federal government has been trying to harmonise the rules for the sale of goods between businesses. The Uniform Commercial Code is a set of rules and procedures that applies to transactions between businesses and it applies throughout the Union. However, it's not law; it's a set of recommendations that has to be enacted into law by each individual state's legislature and the reality is that it has not been implemented in the same way, right across the country. This results in a situation in which every state has its own legal framework for business transactions, which is largely based around the UCC, but there are variances.

So, vendors selling into the United States need to be aware of the commercial code of the state in which their customers or resellers reside. These codes stipulate, for example, what warrants have to be provided with products shipped into the state, what remedies are available to your customers in the event that goods are not delivered and what steps can be taken if goods are not paid for. The UCC is made up of 9 articles.
  1. General provisions
  2. Sales [and 2A Leases]
  3. Negotiable instruments like promissory notes
  4. Bank deposits and collections [and 4A Funds Transfers]
  5. Letters of Credit
  6. Bulk transfers and bulk sales (auctions, liquidations0
  7. Warehouse receipts, bills of lading, other documents relating to title
  8. Investment securities
  9. Secured transactions

Therefore, it is vital that companies seeking to trade in the US have a clear understanding of the codes in the states in which they're trading and that they remain fully aware of any inter-state trade that takes place once title has passed to a customer, distributor or reseller.

There's a sea of information available on the Internet regarding the UCC, but rather than trying to navigate your way through it, unless you're a lawyer, we would strongly recommend familiarising yourself with the legal landscape and then getting sound legal advice from a practitioner in this area who has experience in the markets you're targeting.