Contracts - UCC Art 2 - Remedies

Question 1

When can a buyer recover consequential damages?

Answer 1

When the buyer has to pay penalties or damages for being late on performance owed to third parties.

Question 2

When is a seller entitled to lost profits?

Answer 2

In situations in which no other remedy provides compensation, such as when specially manufactured goods are ordered but the buyer breaches prior to production beginning. Lost profits compensate for the downtime in the seller’s production facilities.

Question 3

When can a buyer have specific performance as a remedy?

Answer 3

When the goods are rare or unique.

Question 4

When is a seller entitled to the full contract price when the buyer breaches?

Answer 4

When the goods cannot be resold, such as in specially manufactured goods.

Question 5

What are the buyer’s remedies when the buyer accepts nonconforming goods with notice?

Answer 5

1. Sue for ordinary damages;
2. Sue for breach of warranty;
3. Deduct damages from purchase price.

Question 6

Upon a buyer’s breach, what remedies does the seller have when the seller retains possession of the goods?

Answer 6

1. Withhold delivery;
2. Identify Goods to Contract and proceed with other remedies;
3. Cancel and/or rescind contract;
4. Resell the goods;
5. Sue for breach of contract.

Question 7

Describe the concept of replevin.

Answer 7

If seller refuses to tender delivery of identified goods to the buyer, and the buyer cannot cover, the buyer can file a suit in equity requiring the seller to deliver the goods to the buyer.

Question 8

What is the statute of limitations used to file actions against a party that breached a contract?

Answer 8

1. Four years from cause of action - by agreement can be shortened to not less than one year but not extended;
2. For breach of warranty action - cause of action starts with tender of delivery - not discovery of breach.

Question 9

What are the buyer’s remedies when the seller tenders nonconforming goods or refused to deliver conforming goods?

Answer 9

1. Cancel and with notice Rescind;
2. Cover;
3. Sue for breach of contract;
4. Specific performance;
5. Replevin;
6. Buyer can recover prepayment if Seller becomes insolvent within 10 days of receipt or pay balance and get the goods.

Question 10

What types of limitations may be put in place on remedies of a breach?

Answer 10

1. Liquidated damage agreements;
2. Contract limitations - such as limited to repair or replacement;
3. Statute of Limitation time runs out.

Question 11

What are the seller’s remedies if the buyer is insolvent or in breach when the buyer has possession of the goods?

Answer 11

1. Can reclaim the goods within 10 days if buyer received the goods on credit while insolvent;
2. Can sue for purchase price.

Question 12

What are the seller’s remedies if the buyer is insolvent or in breach when the goods are in transit?

Answer 12

1. If buyer insolvent, can stop any quantity shipped;

2. If not, and Buyer is in breach, can only stop if shipment is a carload, truckload, planeload, or larger shipment.