2018 New Mexico Statutes
Chapter 55 - Uniform Commercial Code
Article 1 - General Provisions
Section 55-1-106 - Use of singular and plural; gender.

In the Uniform Commercial Code, unless the statutory context otherwise requires:

(1) words in the singular number include the plural, and those in the plural include the singular; and

(2) words of any gender also refer to any other gender.

History: 1953 Comp., § 50A-1-106, enacted by Laws 1961, ch. 96, § 1-106; 2005, ch. 144, § 6.

OFFICIAL COMMENTS

UCC Official Comments by ALI & the NCCUSL. Reproduced with permission of the PEB for the UCC. All rights reserved.

Source. — Former Section 1-102(5) [55-1-102(5) NMSA 1978]. See also 1 U.S.C. Section 1.

Changes from former law. — Other than minor stylistic changes, this section is identical to former Section 1-102(5) [55-1-102 NMSA 1978].

This section makes it clear that the use of singular or plural in the text of the Uniform Commercial Code is generally only a matter of drafting style singular words may be applied in the plural, and plural words may be applied in the singular. Only when it is clear from the statutory context that the use of the singular or plural does not include the other is this rule inapplicable. See, e.g., Section 9-322 [55-9-322 NMSA 1978].

Purposes of changes and new matter. — Subsection (1) is intended to effect three things:

1. First, to negate the unduly narrow or technical interpretation of some remedial provisions of prior legislation by providing that the remedies in this act are to be liberally administered to the end stated in the section. Second, to make it clear that compensatory damages are limited to compensation. They do not include consequential or special damages, or penal damages; and the act elsewhere makes it clear that damages must be minimized. Cf. Sections 1-203, 2-706 (1) and 2-712 (2). The third purpose of Subsection (1) is to reject any doctrine that damages must be calculable with mathematical accuracy. Compensatory damages are often at best approximate: they have to be proved with whatever definiteness and accuracy the facts permit, but no more. Cf. Section 2-204(3).

2. Under Subsection (2) any right or obligation described in this act is enforceable by court action, even though no remedy may be expressly provided, unless a particular provision specifies a different and limited effect. Whether specific performance or other equitable relief is available is determined not by this section but by specific provisions and by supplementary principles. Cf. Sections 1-103 and 2-716.

3. "Consequential" or "special" damages and "penal" damages are not defined in terms in the code, but are used in the sense given them by the leading cases on the subject.

Cross references. — Sections 1-103, 1-203, 2-204 (3), 2-701, 2-706 (1), 2-712 (2) and 2-716.

"Action". Section 1-201.

"Aggrieved party". Section 1-201.

"Party". Section 1-201.

"Remedy". Section 1-201.

"Rights". Section 1-201.

Compiler's notes. — This section was formerly Subsection (5) of 55-1-102 NMSA 1978.

Repeals and reenactments. — Laws 2005, ch. 144, § 6, effective January 1, 2006, repealed former 55-1-106 NMSA 1978, as enacted by Laws 1961, ch. 96, § 1-106, and enacted a new 55-1-106 NMSA 1978. The current law relating to remedies to be liberally administered has been enacted as a new 55-1-305 NMSA 1978 by Laws 2005, ch. 144, § 19. For provisions of former 55-1-106 NMSA 1978, see the 2004 NMSA 1978 on NMOneSource.com.

Am. Jur. 2d, A.L.R. and C.J.S. references. — 15A Am. Jur. 2d Commercial Code § 24; 68A Am. Jur. 2d Secured Transactions § 527 et seq.

Illegality as basis for denying remedy of specific performance for breach of contract, 58 A.L.R.5th 387.

1A C.J.S. Actions §§ 10 to 17.