This preview has intentionally blurred sections. Sign up to view the full version.View Full Document
Unformatted text preview: Performance and Breach of Sales and Lease Contracts Chapter Introduction 22-1 Performance Obligations 22-1a The UCC's Good Faith Provision 22-1b Good Faith and Contract Performance 22-2 Obligations of the Seller or Lessor 22-2a Tender of Delivery 22-2b Place of Delivery 22-2c Delivery via Carrier 22-2d The Perfect Tender Rule 22-2e Exceptions to the Perfect Tender Rule 22-3 Obligations of the Buyer or Lessee 22-3a Payment 22-3b Right of Inspection 22-3c Acceptance 22-3d Partial Acceptance 22-4 Anticipatory Repudiation 22-4a Suspension of Performance Obligations 22-4b A Repudiation May Be Retracted 22-5 Remedies of the Seller or Lessor 22-5a When the Goods Are in the Possession of the Seller or Lessor 22-5b When the Goods Are in Transit 22-5c When the Goods Are in the Possession of the Buyer or Lessee 22-6 Remedies of the Buyer or Lessee 22-6a When the Seller or Lessor Refuses to Deliver the Goods 22-6b When the Seller or Lessor Delivers Nonconforming Goods 22-7 Additional Provisions Affecting Remedies 22-7a Exclusive Remedies 22-7b Consequential Damages 22-7c Lemon Laws 22-8 Dealing with International Contracts 22-8a Letter-of-Credit Transactions 22-8b Remedies for Breach of International Sales Contracts Chapter Recap Page 1 of 26 Print Chapter 2010-8-30 http://atext.aplia.com/controller/ChapterPrint.aspx?isbn=0324655223&mod=0&ch=22... Chapter Introduction The performance that is required of the parties under a sales or lease contract consists of the duties and obligations each party has under the terms of the contract. The basic obligation of the seller or lessor is to transfer and deliver the goods as stated in the contract, and the basic duty of the buyer or lessee is to accept and pay for the goods. Keep in mind that "duties and obligations" under the terms of the contract include those specified by the agreement, by custom, and by the Uniform Commercial Code (UCC). Thus, parties to a sales or lease contract may be bound not only by terms they expressly agreed on, but also by terms implied by custom, such as a customary method of weighing or measuring particular goods. In addition, the UCC sometimes imposes terms on parties to a sales contract, such as the requirement that a seller find a substitute carrier to deliver goods to the buyer if the agreed-on carrier becomes unavailable. In this chapter, we examine the performance obligations of the parties under a sales or lease contract. Sometimes, circumstances make it difficult for a person to carry out the promised performance, leading to a breach of the contract. When a breach occurs, the aggrieved party looks for remedies–which we examine in the second half of the chapter. The UCC provides a range of possible remedies, from retaining the goods to requiring the breaching party's performance under the contract. Generally, these remedies are designed to put the aggrieved party "in as good a position as if the other party had fully performed." Note that in contrast to the common law of contracts, remedies under the UCC are...
View Full Document
- Fall '11
- Contract Law, buyer, seller