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ahd Remedies
Quote of the Day “Truth is the most valuable thing we have. Let us economize it.” Mark Twain, American author docsity.com Considerations when Applying the Perfect Tender Rule • Usage of trade: any practice that members of an industry expect to be part of their dealings. • Course of dealing: previous commercial transactions between the same parties. • Course of performance: the history of dealings between the parties in this one contract. This assumes it is a contract demanding an ongoing relationship. docsity.com Cure • When the buyer rejects non-conforming goods, the seller has the right to cure, by delivering conforming goods before the contract deadline. • The seller has the right to cure even after the contract deadline if the seller: – reasonably believed the goods to be conforming, and – promptly notified the buyer of his intent to cure within a reasonable time. docsity.com Substantial Impairment • The Code puts a tighter restriction on buyers in the following two cases. A buyer who claims goods are non- conforming must show that the defects substantially impair their value if: – the buyer is revoking acceptance of goods, or – the buyer is rejecting an installment. docsity.com Buyer’s Obligations (and a Few Rights) • The buyer must provide adequate facilities to receive the goods. • Inspection -- The buyer generally has the right to inspect the goods before paying or accepting. • Partial Acceptance -- The buyer may accept some goods and reject others if the goods can be divided into commercial units. docsity.com Buyer’s Obligations (and a Few Rights) – (cont’d) • May revoke acceptance only if the nonconformity substantially impairs the value and only if she had a legitimate reason for the initial acceptance. • May reject non-conforming goods by notifying seller within a reasonable time. • May reject a non-conforming installment, only if it substantially impairs the value of that installment and cannot be cured. docsity.com Remedies: Assurance • When there are reasonable grounds for insecurity, a party may: – demand written assurance of performance from the other party, and – until he receives it, generally may suspend his own performance. docsity.com Seller’s Remedies (cont’d) • Damages for Non-Acceptance – A seller who does not resell, or who resells unreasonably, may only recover the difference between the contract price and the market value of the goods at the time of delivery. Action for the Price • The seller may recover the contract price if: – the buyer has accepted the goods, or – the seller’s goods are conforming and he is unable to resell after a reasonable effort. docsity.com Buyer’s Remedies • Cancel the contract • Recover money paid • Cover – If the seller breaches, the buyer may ”cover” by reasonably obtaining substitute goods. – Buyer may then obtain the difference between the contract price and the cover price, plus incidental and consequential damages, minus expenses saved. docsity.com Buyer’s Remedies (cont’d) • Non-Delivery – The difference between the market price at the time the buyer learns of the breach and the contract price, plus incidental and consequential damages minus expenses saved. • Acceptance of Non-Conforming Goods – Buyer may recover damages for the difference between the goods as promised and as delivered, plus incidental and consequential damages. docsity.com
