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Article 1. Short Title, General Construction, and Subject Matter.
Sec. 45.02.101. Short title. - This chapter shall be known and may be cited as...
Sec. 45.02.102. Scope; certain security and other transactions excluded. - Unless the context otherwise requires, this chapter applies to transactions...
Sec. 45.02.103. Definitions and index of definitions. - (a) In this chapter, unless the context otherwise requires, (1)...
Sec. 45.02.104. Definitions: “merchant”; “between merchants”; “financing agency.” - (a) “Merchant” means a person who deals in goods of...
Sec. 45.02.105. Definitions: transferability; “goods”; “future” goods; “lot”; “commercial unit.” - (a) “Goods” means all things, including specially manufactured goods, that...
Sec. 45.02.106. Definitions: “contract”; “agreement”; “contract for sale”; “sale”; “present sale”; “conforming” to contract; “termination”; “cancellation.” - (a) In this chapter, unless the context otherwise requires, “contract”...
Sec. 45.02.107. Goods to be severed from realty; recording. - (a) A contract for the sale of minerals or the...
Article 2. Form, Formation, and Readjustment of Contract.
Sec. 45.02.201. Formal requirements; statute of frauds. - (a) Except as otherwise provided in this section a contract...
Sec. 45.02.202. Final written expression; parol or extrinsic evidence. - Terms with respect to which the confirmatory memoranda of the...
Sec. 45.02.203. Seals inoperative. - The affixing of a seal to a writing evidencing a...
Sec. 45.02.204. Formation in general. - (a) A contract for sale of goods may be made...
Sec. 45.02.205. Firm offers. - An offer by a merchant to buy or sell goods...
Sec. 45.02.206. Offer and acceptance in formation of contract. - (a) Unless otherwise unambiguously indicated by the language or circumstances...
Sec. 45.02.207. Additional terms in acceptance or confirmation. - (a) A definite and seasonable expression of acceptance or a...
Sec. 45.02.209. Modification, rescission, and waiver. - (a) An agreement modifying a contract within this chapter needs...
Sec. 45.02.210. Delegation of performance; assignment of rights. - (a) A party may perform the party's duty through a...
Article 3. General Obligation and Construction of Contract.
Sec. 45.02.301. General obligations of parties. - The obligation of the seller is to transfer and deliver,...
Sec. 45.02.302. Unconscionable contract or clause. - (a) If the court as a matter of law finds...
Sec. 45.02.303. Allocation or division of risks. - Where this chapter allocates a risk or a burden as...
Sec. 45.02.304. Price payable in money, goods, realty, or otherwise. - (a) The price can be made payable in money or...
Sec. 45.02.305. Open price term. - (a) The parties if they so intend can conclude a...
Sec. 45.02.306. Output, requirements, and exclusive dealings. - (a) A term that measures the quantity by the output...
Sec. 45.02.307. Delivery in single lot or several lots. - Unless otherwise agreed, all goods called for by a contract...
Sec. 45.02.308. Absence of specified place for delivery. - Unless otherwise agreed (1) the place for delivery of goods...
Sec. 45.02.309. Absence of specific time provisions; notice of termination. - (a) The time for shipment or delivery or any other...
Sec. 45.02.310. Open time for payment or running of credit; authority to ship under reservation. - Unless otherwise agreed, (1) payment is due at the time...
Sec. 45.02.311. Options and cooperation respecting performance. - (a) An agreement for sale that is otherwise sufficiently definite...
Sec. 45.02.312. Warranty of title and against infringement; buyer's obligation against infringement. - (a) Subject to (b) of this section there is in...
Sec. 45.02.313. Express warranties by affirmation, promise, description, sample. - (a) Express warranties by the seller are created as follows:...
Sec. 45.02.314. Implied warranty: Merchantability; usage of trade. - (a) Unless excluded or modified (AS 45.02.316), a warranty that...
Sec. 45.02.315. Implied warranty: Fitness for particular purpose. - If the seller at the time of contracting has reason...
Sec. 45.02.316. Exclusion or modification of warranties. - (a) Words or conduct relevant to the creation of an...
Sec. 45.02.317. Cumulation and conflict of warranties express or implied. - Warranties whether express or implied shall be construed as consistent...
Sec. 45.02.318. Third-party beneficiaries of warranties express or implied. - A seller's warranty whether express or implied extends to a...
Sec. 45.02.319. F.O.B. and F.A.S. terms. - (a) Unless otherwise agreed, the term F.O.B., which means “free...
Sec. 45.02.320. C.I.F. and C. & F. terms. - (a) The term C.I.F. means that the price includes in...
Sec. 45.02.321. C.I.F. or C. & F.: “Net landed weights”; “payment on arrival”; warranty of conditions on arrival. - Under a contract containing a term C.I.F. or C. &...
Sec. 45.02.322. Delivery “ex-ship.” - (a) Unless otherwise agreed, a term for delivery of goods...
Sec. 45.02.323. Form of bill of lading required in overseas shipment; “overseas.” - (a) Where the contract contemplates overseas shipment and contains a...
Sec. 45.02.324. “No arrival, no sale” term. - Under a term “no arrival, no sale” or terms of...
Sec. 45.02.325. “Letter of credit” term; “confirmed credit.” - (a) Failure of the buyer seasonably to furnish an agreed...
Sec. 45.02.326. Sale on approval and sale or return; rights of creditors. - (a) Unless otherwise agreed, if delivered goods may be returned...
Sec. 45.02.327. Special incidents of sale on approval and sale or return. - (a) Under a sale on approval, unless otherwise agreed, (1)...
Sec. 45.02.328. Sale by auction. - (a) In a sale by auction if goods are put...
Sec. 45.02.350. Sale by door-to-door solicitation. - (a) A contract for the purchase of goods or services...
Article 4. Title, Creditors, and Good Faith Purchasers.
Sec. 45.02.401. Passing of title; reservation for security; limited application of this section. - Each provision of this chapter with regard to the rights,...
Sec. 45.02.402. Rights of seller's creditors against sold goods. - (a) Except as provided in (b) and (c) of this...
Sec. 45.02.403. Power to transfer; good faith purchase of goods; “entrusting.” - (a) A purchaser of goods acquires all title that the...
Article 5. Performance.
Sec. 45.02.501. Insurable interest in goods; manner of identification of goods. - (a) The buyer obtains a special property and an insurable...
Sec. 45.02.502. Buyer's right to goods on seller's repudiation, failure to deliver, or insolvency. - (a) Subject to (b) and (c) of this section and...
Sec. 45.02.503. Manner of seller's tender of delivery. - (a) Tender of delivery requires that the seller put and...
Sec. 45.02.504. Shipment by seller. - (a) If the seller is required or authorized to send...
Sec. 45.02.505. Seller's shipment under reservation. - (a) If the seller has identified goods to the contract...
Sec. 45.02.506. Rights of financing agency. - (a) A financing agency by paying or purchasing for value...
Sec. 45.02.507. Effect of seller's tender; delivery on condition. - (a) Tender of delivery is a condition to the buyer's...
Sec. 45.02.508. Cure by seller of improper tender or delivery; replacement. - (a) If a tender or delivery by the seller is...
Sec. 45.02.509. Risk of loss in the absence of breach. - (a) Where the contract requires or authorizes the seller to...
Sec. 45.02.510. Effect of breach on risk of loss. - (a) If a tender or delivery of goods so fails...
Sec. 45.02.511. Tender of payment by buyer; payment by check. - (a) Unless otherwise agreed, tender of payment is a condition...
Sec. 45.02.512. Payment by buyer before inspection. - (a) If the contract requires payment before inspection, nonconformity of...
Sec. 45.02.513. Buyer's right to inspection of goods. - (a) Unless otherwise agreed and subject to (c) of this...
Sec. 45.02.514. When documents deliverable on acceptance; when on payment. - Unless otherwise agreed, documents against which a draft is drawn...
Sec. 45.02.515. Preserving evidence of goods in dispute. - In furtherance of the adjustment of a claim or dispute,...
Article 6. Breach, Repudiation, and Excuse.
Sec. 45.02.601. Buyer's rights on improper delivery. - Subject to the provisions on breach in installment contracts (AS...
Sec. 45.02.602. Manner and effect of rightful rejection. - (a) Rejection of goods must be within a reasonable time...
Sec. 45.02.603. Merchant buyer's duties as to rightfully rejected goods. - (a) Subject to a security interest in the buyer (AS...
Sec. 45.02.604. Buyer's options as to salvage of rightfully rejected goods. - Subject to the provisions of AS 45.02.603 on perishables, if...
Sec. 45.02.605. Waiver of buyer's objections by failure to particularize. - (a) The buyer's failure to state in connection with rejection...
Sec. 45.02.606. What constitutes acceptance of goods. - (a) Acceptance of goods occurs when the buyer, (1) after...
Sec. 45.02.607. Effect of acceptance; notice of breach; burden of establishing breach after acceptance; notice of claim or litigation to person answerable over. - (a) The buyer must pay at the contract rate for...
Sec. 45.02.608. Revocation of acceptance in whole or in part. - (a) The buyer may revoke acceptance of a lot or...
Sec. 45.02.609. Right to adequate assurance of performance. - (a) A contract for sale imposes an obligation on each...
Sec. 45.02.610. Anticipatory repudiation. - When either party repudiates the contract with respect to a...
Sec. 45.02.611. Retraction of anticipatory repudiation. - (a) Until the repudiating party's next performance is due, that...
Sec. 45.02.612. “Installment contract”; breach. - (a) An “installment contract” is one that requires or authorizes...
Sec. 45.02.613. Casualty to identified goods. - If the contract requires for its performance goods identified when...
Sec. 45.02.614. Substituted performance. - (a) If without fault of either party the agreed berthing,...
Sec. 45.02.615. Excuse by failure of presupposed conditions. - Except so far as a seller may have assumed a...
Sec. 45.02.616. Procedure on notice claiming excuse. - (a) If the buyer receives notification of a material or...
Article 7. Remedies.
Sec. 45.02.701. Remedies for breach of collateral contracts not impaired. - Remedies for breach of an obligation or promise collateral or...
Sec. 45.02.702. Seller's remedies on discovery of buyer's insolvency. - (a) If the seller discovers the buyer is insolvent, the...
Sec. 45.02.703. Seller's remedies in general. - If the buyer wrongfully rejects or revokes acceptance of goods...
Sec. 45.02.704. Seller's right to identify goods to the contract notwithstanding breach or to salvage unfinished goods. - (a) An aggrieved seller under AS 45.02.703 may (1) identify...
Sec. 45.02.705. Seller's stoppage of delivery in transit or otherwise. - (a) The seller may stop delivery of goods in the...
Sec. 45.02.706. Seller's resale including contract for resale. - (a) Under the conditions stated in AS 45.02.703 on seller's...
Sec. 45.02.707. Person in the position of a seller. - (a) A person in the position of a seller includes,...
Sec. 45.02.708. Seller's damages for nonacceptance or repudiation. - (a) Subject to (b) of this section and to the...
Sec. 45.02.709. Action for the price. - (a) If the buyer fails to pay the price as...
Sec. 45.02.710. Seller's incidental damages. - Incidental damages to an aggrieved seller include commercially reasonable charges,...
Sec. 45.02.711. Buyer's remedies in general; buyer's security interest in rejected goods. - (a) If the seller fails to make delivery or repudiates...
Sec. 45.02.712. “Cover”; buyer's procurement of substitute goods. - (a) After a breach within AS 45.02.711, the buyer may...
Sec. 45.02.713. Buyer's damages for nondelivery or repudiation. - (a) Subject to the provisions with respect to proof of...
Sec. 45.02.714. Buyer's damages for breach in regard to accepted goods. - (a) If the buyer has accepted goods and given notification...
Sec. 45.02.715. Buyer's incidental and consequential damages. - (a) Incidental damages resulting from the seller's breach include expenses...
Sec. 45.02.716. Buyer's right to specific performance or replevin. - (a) Specific performance may be decreed where the goods are...
Sec. 45.02.717. Deduction of damages from the price. - The buyer on notifying the seller of the intention to...
Sec. 45.02.718. Liquidation or limitation of damages; deposits. - (a) Damages for breach by either party may be liquidated...
Sec. 45.02.719. Contractual modification or limitation of remedy. - (a) Subject to (b) and (c) of this section and...
Sec. 45.02.720. Effect of cancellation or rescission on claims for antecedent breach. - Unless the contrary intention clearly appears, expressions of cancellation or...
Sec. 45.02.721. Remedies for fraud. - Remedies for material misrepresentation or fraud include all remedies available...
Sec. 45.02.722. Who can sue third parties for injury to goods. - If a third party so deals with goods that have...
Sec. 45.02.723. Proof of market price; time and place. - (a) If an action based on anticipatory repudiation comes to...
Sec. 45.02.724. Admissibility of market quotations. - When the prevailing price or value of goods regularly bought...
Sec. 45.02.725. Statute of limitations in contracts for sale. - (a) An action for breach of a contract for sale...