Performance and Excuse of Nonperformance Flashcards
Party’s basic duty of performance is_____.
Substantial performance
Perfect tender rule means that ______.
Seller’s delivery and condition of goods must be perfect and if it’s not, the buyer has the ability to reject all of the goods. (UCC)
Buyer has right to inspect goods before they pay unless contract provides for payment COD or other waiver of inspection. T/F
True, but no inspection for a while after delivery will result in implied acceptance
Express conditions must be _____.
Perfectly satisfied
Satisfaction is judged by a ____ standard unless it is for _____.
Reasonable person; art or personal purposes
Two doctrines that excuse a condition:
Failure to cooperate and waiver
An early statement of non-performance is a(n) _____.
Anticipatory repudiation
Repudiations give rise to:
Performance being excused and party has immediate ability to sue
Note: can retract repudiation and keep contract intact if the performer hasn’t relied on it yet
Party may ask for assurance that the other party will ____. If assurance is not received, it results in a(n) _____.
Perform; anticipatory repudiation
Can you use the assurance right to rewrite the contract?
No. Only entitled to “adequate” assurance.
Each party must have _____ remaining for effective rescission.
Some performance
Accord and satisfaction is when ____.
Original duty had been modified by an accord and then the accord must be satisfied.
Watch out for accords without satisfaction, where a debt is excused later only if the person satisfies the condition. Modifications are where the debt is excused _____ in favor of a new condition.
What are creditor’s rights under each?
Immediately.
Modification: can only sue for breach of new agreement.
Accord and Satisfaction: can sue for breach of either the original contract or subsequent accord.
Novation is ____.
An agreement to substitute one party for another to perform a duty. Makes other party give up her rights against the original person.
Increase in cost is usually enough to excuse seller from contract. T/F
False, not usually enough. Has to be an extreme thing like war, catastrophic crop failure
