Also known as: specially manufactured good · custom goods · specially made goods
Written by attorneys · grounded in primary & secondary sources — see below
Goods manufactured according to a buyer's particular specifications and not suitable for resale to others in the ordinary course of the seller's business. The category triggers an exception to the statute of frauds when the seller has made a substantial beginning in their manufacture or commitments for their procurement before receiving notice of repudiation under circumstances reasonably indicating the goods are for that buyer.
Simon Stern orally agreed to pay Sapphire Holdings $600 for a large set of china plates bearing his family crest. Sapphire began production and affixed the crests to several pieces before Stern repudiated the deal. Because the china was produced to Stern's unique specifications and could not be sold to others in the ordinary course of Sapphire's business, the oral contract became enforceable once Sapphire made a substantial beginning in manufacture.
Sarah Sullivan contracted orally with Skyline Construction for custom bowling alley equipment built to her alley's exact dimensions. Skyline purchased specialized materials and began fabrication before Sullivan canceled. The equipment qualified as specially manufactured goods because it was unsuitable for sale to other customers, rendering the oral agreement enforceable after Skyline's substantial commencement of work.
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The seller must establish that the goods were specially manufactured for the buyer, are not suitable for sale to others in the ordinary course of business, and that the seller made a substantial beginning in their manufacture or commitments for their procurement before receiving notice of repudiation under circumstances reasonably indicating the goods were for that buyer.
Supporting sources
No. The exception dispenses with the writing requirement entirely once the statutory conditions are met, allowing enforcement of an otherwise oral contract that satisfies the substantial-beginning test.
Supporting sources
Section 2-105 expressly includes specially manufactured goods within the definition of goods, confirming they are movable items subject to Article 2 even though they do not yet exist at contracting. The statute-of-frauds exception in § 2-201(3)(a) then supplies the enforcement mechanism for oral deals involving such items.
Supporting sources
…the uniform commercial code's statute of frauds provision. Moreover, O.R.C. Sec. 1302.04 contains special provisions concerning specially manufactured goods and goods for which payment has been made and accepted. These terms are unique to the commercial sales field and a determination of rights often require referring to related uniform…