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MS 331 Ch 14
Business Law: Ch 14 The UCC: Performance and Breach of Sales and Lease Contracts
| Question | Answer |
|---|---|
| Generally, seller must __________ | transfer and deliver conforming goods. |
| Generally, buyer must _________ | accept and pay for conforming goods. |
| __________ occurs when seller delivers conforming goods to buyer | Tender of Delivery |
| Tender of Delivery requires (3 things) | 1.Reasonable Notice 2.Reasonable hour and manner 3.Generally, all goods in one installment |
| Place of Delivery - if contract does not specify, __________ | seller's place of business (or the location of the goods) |
| [Delivery via Carrier] Shipment Contracts: | Seller must put conforming goods in carrier’s hands, notify Buyer shipment has been made and provide relevant documents. |
| [Delivery via Carrier] Destination Contracts: | Seller agrees to deliver goods at a particular destination along with necessary documentation |
| Perfect Tender Rule: If goods, or tender of delivery, fail in any respect to conform to the contract, the buyer has the right to _________, ________, or ______- | accept the goods; reject the entire shipment; accept part and reject part |
| What are the exceptions to the Perfect Tender Rule? | 1.Agreement of the parties; 2.Cure; 3.Substitution of carriers; 4.Installment contracts; 5.Commercial Impracticability; 6.Destruction of Identified Goods 7.Assurance and Coorperation |
| [Perfect Tender rule- exceptions] Describe Agreement of the parties | agree that some defective goods will be acceptable. |
| [Perfect Tender rule- exceptions] Describe Cure | seller has right to repair or replace defective goods within the time of contract performance. Substantially restricts right of rejection; buyers must act in good faith and give specific reasons for refusing acceptance |
| [Perfect Tender rule- exceptions] Describe Substitution of carriers | If a carrier becomes impracticable or unavailable through no fault of either party, a commercially reasonable substitute is acceptable. |
| [Perfect Tender rule- exceptions] Describe Installment contracts | Reject if the nonconformity substantially impairs the value of the installment and cannot be cured |
| [Perfect Tender rule- exceptions] Describe Commercial Impracticability | If unforeseeable event occurs, the perfect tender rule no longer applies. ----- Seller must notify the buyer as soon as practicable the shipment is delayed or undeliverable. |
| [Perfect Tender rule- exceptions] Describe Destruction of Identified Goods | If no fault of either party and it occurs, ---- Before risk passes to Buyer then, ------ Both Seller and Buyer are excused from performance; and -------- Goods identified at the time contract was formed |
| [Perfect Tender rule- exceptions] Describe Assurance and Cooperation | One party has “reasonable grounds” to believe other party will not perform, she can ask for written assurance, or ‘suspend’ performance or delivery. ----------- Failure to respond may constitute a repudiation of the contract. |
| Generally, payment is made ____________ | at the time and place the Buyer receives the goods. |
| Buyer has right to inspection _________ | before payment |
| When is acceptance made? | Buyer accepts goods when---- 1.by words or conduct 2.if buyer had reasonable time and failed to reject 3.buyer performs an act which indicates he thinks he is an owner |
| If some of the goods do not conform to the contract, and seller has failed to cure, buyer can ____________- | make a partial acceptance. |
| Partial acceptance --- buyer cannot accept____________ | less a single commercial unit. |
Created by:
savelae
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