(1) The district court did not err in dismissing Bingham’s negligence claims pursuant to the economic loss rule because the parties were all part of the same overall contract-based transaction, and any duty the Repair Shops owed to Bingham was created by and overlapped with the duties outlined in those agreements rather than being an independent duty.
(2) The district court erred in dismissing Bingham’s contract-based claims on statute-of-limitations grounds because although the court correctly determined that the UCC applied and that the operative limitations period was one year, it erred in concluding that no discovery rule applied and that, even if it did, no questions of fact remained for decision regarding when Bingham discovered (or should have discovered) its claims.