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Part 1 - Short Title, General Construction and Subject Matter
2-101 - Short Title. - This Article shall be known and may be cited as...
2-102 - Scope; Certain Security and Other Transactions Excluded From This Article. - From This Article. Unless the context otherwise requires, this Article...
2-103 - Definitions and Index of Definitions. - (1) In this Article unless the context otherwise requires (a)...
2-104 - Definitions: "Merchant"; "Between Merchants"; "Financing Agency". - (1) "Merchant" means a person who deals in goods of...
2-105 - Definitions: Transferability; "Goods"; "Future" Goods; "Lot"; "Commercial Unit". - (1) "Goods" means all things (including specially manufactured goods) which...
2-106 - Definitions. "Contract", "Agreement"; "Contract for Sale"; "Sale"; "Present Sale"; "Conforming" to Contract; "Termination"; "Cancellation". - (1) In this Article unless the context otherwise requires "contract"...
2-107 - Goods to Be Severed From Realty: Recording. - (1) A contract for the sale of minerals or the...
Part 2 - Form, Formation and Readjustment of Contract
2-201 - Formal Requirements; Statute of Frauds. - (1) Except as otherwise provided in this section a contract...
2-202 - Final Written Expression: Parol or Extrinsic Evidence. - (a) by course of performance, course of dealing, or usage...
2-203 - Seals Inoperative. - The affixing of a seal to a writing evidencing a...
2-204 - Formation in General. - (1) A contract for sale of goods may be made...
2-205 - Firm Offers. - An offer by a merchant to buy or sell goods...
2-206 - Offer and Acceptance in Formation of Contract. - (1) Unless otherwise unambiguously indicated by the language or circumstances...
2-207 - Additional Terms in Acceptance or Confirmation. - (1) A definite and seasonable expression of acceptance or a...
2-208 - Course of Performance or Practical Construction. - (1) Where the contract for sale involves repeated occasions for...
2-209 - Modification, Rescission and Waiver. - (1) An agreement modifying a contract within this Article needs...
2-210 - Delegation of Performance; Assignment of Rights. - (1) A party may perform his duty through a delegate...
Part 3 - General Obligation and Construction of Contract
2-301 - General Obligations of Parties. - The obligation of the seller is to transfer and deliver...
2-302 - Unconscionable Contract or Clause. - (1) If the court as a matter of law finds...
2-303 - Allocation or Division of Risks. - Where this Article allocates a risk or a burden as...
2-304 - Price Payable in Money, Goods, Realty, or Otherwise. - (1) The price can be made payable in money or...
2-305 - Open Price Term. - (1) The parties if they so intend can conclude a...
2-306 - Output, Requirements and Exclusive Dealings. - (1) A term which measures the quantity by the output...
2-307 - Delivery in Single Lot or Several Lots. - Unless otherwise agreed all goods called for by a contract...
2-308 - Absence of Specified Place for Delivery. - (a) the place for delivery of goods is the seller's...
2-309 - Absence of Specific Time Provisions; Notice of Termination. - (1) The time for shipment or delivery or any other...
2-310 - Open Time for Payment or Running of Credit; Authority to Ship Under Reservation. - (a) payment is due at the time and place at...
2-311 - Options and Cooperation Respecting Performance. - (1) An agreement for sale which is otherwise sufficiently definite...
2-312 - Warranty of Title and Against Infringement; Buyer's Obligation Against Infringement. - (1) Subject to subsection (2) there is in a contract...
2-313 - Express Warranties by Affirmation, Promise, Description, Sample. - (1) Express warranties by the seller are created as follows:...
2-314 - Implied Warranty: Merchantability; Usage of Trade. - (1) Unless excluded or modified (Section 2--316), a warranty that...
2-315 - Implied Warranty: Fitness for Particular Purpose. - Where the seller at the time of contracting has reason...
2-316 - Exclusion or Modification of Warranties. - (1) Words or conduct relevant to the creation of an...
2-317 - Cumulation and Conflict of Warranties Express or Implied. - (a) Exact or technical specifications displace an inconsistent sample or...
2-318 - Third Party Beneficiaries of Warranties Express or Implied. - Implied. A seller's warranty whether express or implied extends to...
2-319 - F. O. B. and F. A. S. Terms. - (1) Unless otherwise agreed the term F. O. B. (which...
2-320 - C. I. F. and C. & F. Terms. - (1) The term C. I. F. means that the price...
2-321 - C. I. F. or C. & f.: "Net Landed Weights"; "Payment on Arrival"; Warranty of Condition on Arrival. - (1) Where the price is based on or is to...
2-322 - Delivery "Ex-Ship". - (1) Unless otherwise agreed a term for delivery of goods...
2-323 - Form of Bill of Lading Required in Overseas Shipment; "Overseas". - (1) Where the contract contemplates overseas shipment and contains a...
2-324 - "No Arrival, No Sale" Term. - (a) the seller must properly ship conforming goods and if...
2-325 - "Letter of Credit" Term; "Confirmed Credit". - (1) Failure of the buyer seasonably to furnish an agreed...
2-326 - Sale on Approval and Sale or Return; Rights of Creditors. - (1) Unless otherwise agreed, if delivered goods may be returned...
2-327 - Special Incidents of Sale on Approval and Sale or Return. - (1) Under a sale on approval unless otherwise agreed (a)...
2-328 - Sale by Auction. - (1) In a sale by auction if goods are put...
Part 4 - Title, Creditors and Good Faith Purchasers
2-401 - Passing of Title; Reservation for Security; Limited Application of This Section. - (1) Title to goods cannot pass under a contract for...
2-402 - Rights of Seller's Creditors Against Sold Goods. - (1) Except as provided in subsections (2) and (3), rights...
2-403 - Power to Transfer; Good Faith Purchase of Goods; "Entrusting". - (1) A purchaser of goods acquires all title which his...
Part 5 - Performance
2-501 - Insurable Interest in Goods; Manner of Identification of Goods. - (1) The buyer obtains a special property and an insurable...
2-502 - Buyer's Right to Goods on Seller's Repudiation, Failure to Deliever, or Insolvency. - (1) Subject to subsections (2) and (3) and even though...
2-503 - Manner of Seller's Tender of Delivery. - (1) Tender of delivery requires that the seller put and...
2-504 - Shipment by Seller. - (a) put the goods in the possession of such a...
2-505 - Seller's Shipment Under Reservation. - (1) Where the seller has identified goods to the contract...
2-506 - Rights of Financing Agency. - (1) A financing agency by paying or purchasing for value...
2-507 - Effect of Seller's Tender; Delivery on Condition. - (1) Tender of delivery is a condition to the buyer's...
2-508 - Cure by Seller of Improper Tender or Delivery; Replacement. - (1) Where any tender or delivery by the seller is...
2-509 - Risk of Loss in the Absence of Breach. - (1) Where the contract requires or authorizes the seller to...
2-510 - Effect of Breach on Risk of Loss. - (1) Where a tender or delivery of goods so fails...
2-511 - Tender of Payment by Buyer; Payment by Check. - (1) Unless otherwise agreed tender of payment is a condition...
2-512 - Payment by Buyer Before Inspection. - (1) Where the contract requires payment before inspection non-conformity of...
2-513 - Buyer's Right to Inspection of Goods. - (1) Unless otherwise agreed and subject to subsection (3), where...
2-514 - When Documents Deliverable on Acceptance; When on Payment. - Payment. Unless otherwise agreed documents against which a draft is...
2-515 - Preserving Evidence of Goods in Dispute. - (a) either party on reasonable notification to the other and...
Part 6 - Breach, Repudiation and Excuse
2-601 - Buyer's Rights on Improper Delivery. - Subject to the provisions of this Article on breach in...
2-602 - Manner and Effect of Rightful Rejection. - (1) Rejection of goods must be within a reasonable time...
2-603 - Merchant Buyer's Duties as to Rightfully Rejected Goods. - (1) Subject to any security interest in the buyer (subsection...
2-604 - Buyer's Options as to Salvage of Rightfully Rejected Goods. - Goods. Subject to the provisions of the immediately preceding section...
2-605 - Waiver of Buyer's Objections by Failure to Particularize. - (1) The buyer's failure to state in connection with rejection...
2-606 - What Constitutes Acceptance of Goods. - (1) Acceptance of goods occurs when the buyer (a) after...
2-607 - Effect of Acceptance; Notice of Breach; Burden of Establishing Breach After Acceptance; Notice of Claim or Litigation to Person Answerable Over. - (1) The buyer must pay at the contract rate for...
2-608 - Revocation of Acceptance in Whole or in Part. - (1) The buyer may revoke his acceptance of a lot...
2-609 - Right to Adequate Assurance of Performance. - (1) A contract for sale imposes an obligation on each...
2-610 - Anticipatory Repudiation. - (a) for a commercially reasonable time await performance by the...
2-611 - Retraction of Anticipatory Repudiation. - (1) Until the repudiating party's next performance is due he...
2-612 - "Installment Contract"; Breach. - (1) An "installment contract" is one which requires or authorizes...
2-613 - Casualty to Identified Goods. - (a) if the loss is total the contract is avoided;...
2-614 - Substituted Performance. - (1) Where without fault of either party the agreed berthing,...
2-615 - Excuse by Failure of Presupposed Conditions. - (a) Delay in delivery or non-delivery in whole or in...
2-616 - Procedure on Notice Claiming Excuse. - (1) Where the buyer receives notification of a material or...
Part 7 - Remedies
2-701 - Remedies for Breach of Collateral Contracts Not Impaired. - Impaired. Remedies for breach of any obligation or promise collateral...
2-702 - Seller's Remedies on Discovery of Buyer's Insolvency. - (1) Where the seller discovers the buyer to be insolvent...
2-703 - Seller's Remedies in General. - (a) withhold delivery of such goods; (b) stop delivery by...
2-704 - Seller's Right to Identify Goods to the Contract Notwithstanding Breach or to Salvage Unfinished Goods. - (1) An aggrieved seller under the preceding section may (a)...
2-705 - Seller's Stoppage of Delivery in Transit or Otherwise. - (1) The seller may stop delivery of goods in the...
2-706 - Seller's Resale Including Contract for Resale. - (1) Under the conditions stated in Section 2--703 on seller's...
2-707 - "Person in the Position of a Seller". - (1) A "person in the position of a seller" includes...
2-708 - Seller's Damages for Non-Acceptance or Repudiation. - (1) Subject to subsection (2) and to the provisions of...
2-709 - Action for the Price. - (1) When the buyer fails to pay the price as...
2-710 - Seller's Incidental Damages. - Incidental damages to an aggrieved seller include any commercially reasonable...
2-711 - Buyer's Remedies in General; Buyer's Security Interest in Rejected Goods. - (1) Where the seller fails to make delivery or repudiates...
2-712 - "Cover"; Buyer's Procurement of Substitute Goods. - (1) After a breach within the preceding section the buyer...
2-713 - Buyer's Damages for Non-Delivery or Repudiation. - (1) Subject to the provisions of this Article with respect...
2-714 - Buyer's Damages for Breach in Regard to Accepted Goods. - (1) Where the buyer has accepted goods and given notification...
2-715 - Buyer's Incidental and Consequential Damages. - (1) Incidental damages resulting from the seller's breach include expenses...
2-716 - Buyer's Right to Specific Performance or Replevin. - (1) Specific performance may be decreed where the goods are...
2-717 - Deduction of Damages From the Price. - The buyer on notifying the seller of his intention to...
2-718 - Liquidation or Limitation of Damages; Deposits. - (1) Damages for breach by either party may be liquidated...
2-719 - Contractual Modification or Limitation of Remedy. - (1) Subject to the provisions of subsections (2) and (3)...
2-720 - Effect of "Cancellation" or "Rescission" on Claims for Antecedent Breach. - Antecedent Breach. Unless the contrary intention clearly appears, expressions of...
2-721 - Remedies for Fraud. - Remedies for material misrepresentation or fraud include all remedies available...
2-722 - Who Can Sue Third Parties for Injury to Goods. - (a) a right of action against the third party is...
2-723 - Proof of Market Price: Time and Place. - (1) If an action based on anticipatory repudiation comes to...
2-724 - Admissibility of Market Quotations. - Whenever the prevailing price or value of any goods regularly...
2-725 - Statute of Limitations in Contracts for Sale. - (1) An action for breach of any contract for sale...