manufacture and resell for scrap. 2-704(2) . Action Price : [Accepted Goods] Seller may recover full payment and incidental if the buyer (1) fails to pay price for accepted goods or (2) conforming goods lost or damages within commercially reasonable time after the risk of loss passed to buyer. 2-709(1)(a) . [Unsellable Goods] Seller may recover full payment plus incidental if the goods identified to the K are unsellable after a reasonable effort or circumstances indicate effort to resell would be futile. 2-709(1)(b) . Market Damages: FORMULA: K price (-) Market Price (at time of tender) (+) incidental (-) expenses saved = damages. 2-708(1). Resell & Damages : Where the resell of goods is made (1) in good faith and (2) in a commercially reasonably manner, seller may recover damages. FORMULA: K price (-) resell price (+) incidental (-) expenses saved = damages 2-706(1) . Private Sale : Must be made in good faith and by reasonable commercial manner. Seller must also notify buyer of intention to resell. (3). Public Sale : Only identified goods may be sold and must be made at a usual place or market for public sale. ( 4) A loss volume seller is one that has a predictable and finite # of customers and that has the capacity either to sell to all new buyers or to make the one add’l sale represented by the resale after the breach. (Chomsky, Kunz, Martin & Schiltz) Loss Volume Damages : Where market damages would be inadequate, and resale would be impracticable, then seller may recover in the alternative. Seller can only get lost profits if seller is a loss volume seller. FORMULA: Profits (seller would have made) (+) incidental (+) cost reasonably incurred (+) credits for payments or proceeds of resale = damages . 2-708(2) . Seller’s Alternative: seller may receive 2-706 and alternatively 2-708(1) damages. When the damages in 2-708(1) would not fulfill a seller’s expectation interest (good position as performance) seller may use 2-708(2) [as a form of consq. Damages] but only if 2-706 is inadequate to fulfill the seller’s expectation interest. Statute of Limitations – Defense (CL & UCC) An action for breach must be commenced within 4 years after the cause of action has accrued unless the parties, in their original agreement, reduced the date to no less than 1 year. 2-725(1) . A cause of action accrues when the breach occurs, regardless of the aggrieved party’s lack of knowledge of the breach. A breach of warranty occurs when tender of delivery is made. Exception: Where a warranty explicitly extends to future performance of the goods a cause of action for breach
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- Fall '06
- The Land