Perfect Tender Rule

Question 1

What two promises does seller always make to buyer?

Answer 1

1. to transfer ownership (2-312)
2. To tender goods (2-503)

Question 2

When are goods tendered?

Answer 2

It isn’t necessarily the sale or the point at which the buyer takes possession of the goods. It is when the goods become available for the title to change hands.

Question 3

What does it mean to tender goods? What section?

Answer 3

To put and hold conforming goods at the buyer’s disposition and to give the buyer any notification reasonably necessary to enable him to take delivery (2-503)

Question 4

What are the 3 elements of perfect tender?

Answer 4

1. conforming goods
2. at the buyer’s disposition
3. any notification reasonably necessary to enable the buyer to take delivery

Question 5

What is the actual section for the perfect tender rule?

Answer 5

2-601

Question 6

What course of action does buyer have under the perfect tender rule?

Answer 6

1. reject the whole
2. Accept the whole
3. Accept any comercial unit and reject the rest

Question 7

How is a commercial unit defined for perfect tender?

Answer 7

by the quantity term used in the contract (e.g., barrel, pound, 100 pound, pallet, etc.)

Question 8

Can a buyer reject less than a commerical unit?

Answer 8

no

Question 9

Does keeping a commercial unit foreclose the possiblity of remedy on the rejected units?

Answer 9

No, BUT if the buyer accepts two units that don’t conform, for example, the judge (based on law) would say that’s fine but a jury might say “well if those two were okay, why didnt you just keep them all”

Question 10

What section governs buyer’s right to inspection?

Answer 10

2-513

Question 11

What is the buyer’s right to inspection of goods?

Answer 11

buyer has aright before payment or acceptance to inspect goods at any reasonable place and time and manner. When goods are sent to buyer, the inspection may be after their arrival.

expenses must be borne by buyer by may be recovered from seller if goods do not conform

Question 12

for the perfect tender rule, what does “at the buyer’s disposition” mean?

Answer 12

This means the time, method, means, and place of tender. It comes down to what the parties agreed to in the contract.

Question 13

What is the gap filler for time of tender? Section?

Answer 13

Absence a specified contract provision, within a reasonable time after contract was made. 2-309.

Question 14

What is the gap filler for manner of tender? section?

Answer 14

Unless otherwise provided in the contract, or the circusmtances are such to give either party the right to take deliver in lots, delivered in a single delivery. 2-307.

Question 15

What is the gap filler provision for place of tender? section?

Answer 15

Absence of provision to the contrary, the seller’s place of business or, if the seller has no place of business, his/her residence. 2-308.

Question 16

What are the four gap filler methods for method of tender? sections?

Answer 16

1. seller’s place of business. 2-503.
2. shipment contract. 2-319(1)(a), 2-504)
3. destination contract. 2-319(1)(b)
4. goods in the hands of a bailee. 2-503(4)

Question 17

What rights does the seller have if non-conforming goods are rejected?

Answer 17

The seller may timely notify the buyer of intent to cure and then cure within the time for performance of the contract.