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Contracts • Performance Under UCC
K#115
Legal Definition
Only in limited situations do sellers have a right to cure beyond the original contract time for performance. If a buyer rejects tender of nonconforming goods that the seller reasonably believed would be acceptable with or without money allowance, the seller has an opportunity to give reasonable notice and make a new tender of conforming goods within a reasonable time. This opportunity is based on: (1) trade practices or prior dealings, or (2) the seller could not have known of the defect, despite proper business conduct.
Plain English Explanation
Courts will sometimes allow a seller to cure defects outside of the deadline they had for performance if the relationship between the buyer and seller has usually allowed such defects, or if the seller could not have been aware that the defect existed.
Hypothetical
Hypo 1: Bob wants to buy 500 premium Grade-A steaks from Sam. Bob needs them within 1 week. Sam agrees. Sam orders his steaks from Amy, his butcher. The steaks are delivered exactly in 1 week. When Bob unwraps the steaks, he discovers they are actually Grade-B steaks. Bob rejects the delivery. As it turns out, Amy mistakenly wrapped the steaks but she can resend the correct steaks in 1 day. Sam lets Bob know. Result: As long as Bob didn't need the steaks sooner than the 1 day it will take Amy to deliver the correct ones, Sam will have the right to cure the defect even though the deadline for performance has passed.
Visual Aids
Related Concepts
How may a buyer revoke acceptance of goods?
What are a buyer's rights to reject goods in an installment contract?
What does the "ability to cure" mean?
What factors limit a buyer's ability to reject goods?
What happens if a seller wishes to cure within the time obligated for performance?
What is the buyer's right of inspection?
What is the effect of a buyer accepting goods on his ability to reject them?
What is the perfect tender rule, and what is the consequence of less than perfect tender?
When is the price due in carrier cases, shipment contracts, and destination contracts?
When is the price due in non-carrier cases?
When may the seller demand payment in an installment contract?
