Perfect Tender Rule: Delivery of Goods Flashcards
What is the perfect tender rule?
says that delivery of goods must conform to contract and if it doesn’t, the buyer may reject the whole, accept the whole, or accept any commercial units and reject the rest (or else there is a total breach)
How can a buyer reject the delivery of goods if they do not conform to the contract?
within a reasonable time after delivery by promptly notifying the seller of the rejection, but they have a duty to hold with reasonable care
What is the seller’s cure for non-conformity after rejection?
by promptly the notifying the buyer of the intent to cure and then providing substitute conforming goods (generally must cure by date on which the seller’s performance is due. seller will have reasonable time after the due ate to cure if, at the time of delivery, the seller reasonably believed that the goods would be acceptable, with or without a monetary allowance)
How can a buyer accept goods?
By indicating acceptance or failing to reject goods, after a reasonable opportunity for inspection, or by acting inconsistently with the seller’s ownership at any time
Accepted goods may no longer be rejected but they can be _______
revoked
A buyer may revoke acceptance of _______ ________ goods in some cases.
substantially impaired
A buyer may revoke acceptance of substantially impaired goods if the buyer:
(a) reasonably assumed that the seller would cure the non-conformity (but the seller did not)
(b) reasonably failed to discover the non-conformity before acceptance due to the seller’s assurances that the goods conformed or the difficulty of discovery of the non-conformity
How can the buyer revoke the acceptance of goods?
Notifying the seller within a reasonable time after discovering the non-conformity, or within a reasonable time after the non-conformity should have been discovered, and before any substantial change in the condition of the goods not caused by their own defects (buyer has a duty to hold revoked goods)
What is an installment contract?
provides for the delivery of goods in separate installments to be separately accepted by the buyer
How can a buyer reject a non-conforming installment?
only if the non-conformity substantially impairs the value of the installment to the buy and cannot be cured by the seller
A buyer in an installment contract must accept an installment if the seller gives ______ _________ that the non-conformity will be cured.
adequate assurance
A buyer in an installment contract may cancel the contract if:
one or more non-conforming installments substantially impairs the value of the entire contract
