Performance of the contract

Question 1

Installment Sales

Answer 1

Defined under 2-612(1)- substantial performance remains the law. S is entitled to payment even when the tender of the goods fails to conform exactly to the contract if it SUBSTANTIALLY CONFORMS.

Question 2

The Perfect Tender Rule (2-601)

Answer 2

• The substantial performance rule has never applied to single-delivery contracts between merchants.
  
  • To prevail in a single delivery sale, seller to make perfect tender, one which complied with all of the terms of the contract. then they must show that they buyer refused to take the goods.
  • Why? In SDS the buyer doesn’t have the same bargaining power as they would in IS.
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Question 3

The Cure

Answer 3

If the seller has not made a perfect tender and buyer thus rejects the goods, seller has the right in some circumstances to cure the defective performance under s2-508.

Question 4

Rejection and Acceptance

Answer 4

When seller makes a tender of goods, buyer must choose between 2 possible legal responses: (cannot do both a rejection and acceptance are mutually exclusive actions)

- failure to act results in technical acceptance as rejection must come within a reasonable period of time after goods are delivered.

- buyer is entitled to a reasonable trial-use period to see if goods conform under 2-512, known as a reasonable opportunity to inspect.
- on acceptance the burden of broof as to defect shifts to the buyer.

Question 5

Revocation of Acceptance

Answer 5

Having made a technical acceptance, buyer may still bring a breach of warranty action provided that a proper 2-607(3)(a) notice has been given. If buyer wins, damafes based on 2-714 and 2-715 awarded and buyer may retain the foods. If they don’t want the goods, ut wants the return of the price, the proper UCC method is called revocation of acceptance.

At common law this action was called rescission. However, revocation of acceptance differs from common law rescission because the buyer not only recovers the price, but may recover consequential damages as well.

In both rejection and revocation of acceptance, the buyer in essence disclaims the goods. The standards under which a buyer can revoke acceptance are more difficult to meet than are the standards for rejection. In rejection, a buyer can in theory reject if the goods “fail in any respect”; however, to revoke an acceptance, the buyer must show that the defect “substantially impairs the value” of the goods.

Question 6

Lemon Laws

Answer 6

• some states have lemon laws which resolve some disputes arising in connection with a consumer purchase of cars.
  
  • In New York, a refund from D may be reduced by a reasonable allowance for the consumer’s use of the vehicle in excess of the first 12k miles of operation and a reasonable allowance for damage not attributable to normal wear or improvements.