Anticipatory Repudiation Flashcards
What is the idea behind anticipatory repudiation?
The idea of anticipatory repudiation is to avoid forcing a non-repudiating party to stand by and wait for the breach.
What are the two options for a promisee in cases of anticipatory repudiation?
- Promisee may wait for a commercial reasonable time and suspend own performance
- Promisee may sue and suspend own performance
If a promisee waits for performance and chooses to continue to perform . . .
the promisee must discontinue performance if it increases the damges to the promisor.
Although the promisor is not required to make a tender or hold themselves ready to make a tender . . .
it may be required to show that, but for the repudiation, they had the abolity to perform.
Where is anticipatory repudation applicable?
Anticipatory repudiation is applicable where a promisor repudiates a promise before the time for performance is due.
Repudiation must be . . .
clear and unequivocal, not mere uncertainty/insecurity.
Repudation may be done by . . .
voluntary conduct or words.
If repudiation is a statement, who must it be made to?
The promisee, a third-party beneficiary, or to an assignee of the promisee.
What section governs anticipatory repudation?
2-610
What are the promisee’s rights under the right to adequate assurance?
If the party had reasonable grounds for insecurity and provides a written demand for adequate assurance, the contract is repudiated if the promisor does not provide adequate assurance in 30 days.
What section governs the right to adequate performance?
2-609
After demanding adequate assurance of performance, the promisee may . . .
suspend its own performance until assurance is provided.
What section governs retraction of anticipatory repudiation?
2-611
When can anticipatory repudiation be retracted?
When the promisee has not materially changed his position or otherwise indicated he considers the repudiation final
How must anticipatory repudiation be retracted?
By any method that clearly indicates intent to perform. AND if the promisee demanded adequate assurance, it must provide that adequate assurnace as well.
