402.306 Output, requirements and exclusive dealings.
(1) A term which measures the quantity by the output of the seller or the requirements of the buyer means such actual output or requirements as may occur in good faith, except that no quantity unreasonably disproportionate to any stated estimate or in the absence of a stated estimate to any normal or otherwise comparable prior output or requirements may be tendered or demanded.
(2) A lawful agreement by either the seller or the buyer for exclusive dealing in the kind of goods concerned imposes unless otherwise agreed an obligation by the seller to use best efforts to supply the goods and by the buyer to use best efforts to promote their sale.
A “pay as used" proposal to purchase inventory was analogous to a “requirements contract." Lambert Corp. v. Evans, 575 F.2d 132 (1978).
Structure Wisconsin Statutes & Annotations
Wisconsin Statutes & Annotations
Chapter 402 - Uniform commercial code — sales.
402.102 - Scope; certain security and other transactions excluded from this chapter.
402.103 - Definitions and index of definitions.
402.104 - Definitions: “merchant"; “between merchants"; “financing agency".
402.105 - Definitions: transferability; “goods"; “future" goods; “lot"; “commercial unit".
402.107 - Goods to be severed from realty: recording.
402.201 - Formal requirements; statute of frauds.
402.202 - Final written expression: parol or extrinsic evidence.
402.204 - Formation in general.
402.206 - Offer and acceptance in formation of contract.
402.207 - Additional terms in acceptance or confirmation.
402.208 - Course of performance or practical construction.
402.209 - Modification, rescission and waiver.
402.210 - Delegation of performance; assignment of rights.
402.301 - General obligations of parties.
402.302 - Unconscionable contract or clause.
402.303 - Allocation or division of risks.
402.304 - Price payable in money, goods, realty, or otherwise.
402.306 - Output, requirements and exclusive dealings.
402.307 - Delivery in single lot or several lots.
402.308 - Absence of specified place for delivery.
402.309 - Absence of specific time provisions; notice of termination.
402.310 - Open time for payment or running of credit; authority to ship under reservation.
402.311 - Options and cooperation respecting performance.
402.312 - Warranty of title and against infringements; buyer's obligation against infringement.
402.313 - Express warranties by affirmation, promise, description, sample.
402.314 - Implied warranty: merchantability; usage of trade.
402.315 - Implied warranty: fitness for particular purpose.
402.316 - Exclusion or modification of warranties.
402.317 - Cumulation and conflict of warranties express or implied.
402.318 - Third-party beneficiaries of warranties, express or implied.
402.319 - F.O.B. and F.A.S. terms.
402.320 - C.I.F. and C.& F. terms.
402.323 - Form of bill of lading required in overseas shipment; “overseas".
402.324 - “ No arrival, no sale" term.
402.325 - “ Letter of credit" term; “confirmed credit".
402.326 - Sale on approval and sale or return; rights of creditors.
402.327 - Special incidents of sale on approval and sale or return.
402.401 - Passing of title; reservation for security; limited application of this section.
402.402 - Rights of seller's creditors against sold goods.
402.403 - Power to transfer; good faith purchase of goods; “entrusting".
402.501 - Insurable interest in goods; manner of identification of goods.
402.502 - Buyer's right to goods on seller's repudiation, failure to deliver, or insolvency.
402.503 - Manner of seller's tender of delivery.
402.505 - Seller's shipment under reservation.
402.506 - Rights of financing agency.
402.507 - Effect of seller's tender; delivery on condition.
402.508 - Cure by seller of improper tender or delivery; replacement.
402.509 - Risk of loss in the absence of breach.
402.510 - Effect of breach on risk of loss.
402.511 - Tender of payment by buyer; payment by check.
402.512 - Payment by buyer before inspection.
402.513 - Buyer's right to inspection of goods.
402.514 - When documents deliverable on acceptance; when on payment.
402.515 - Preserving evidence of goods in dispute.
402.601 - Buyer's rights on improper delivery.
402.602 - Manner and effect of rightful rejection.
402.603 - Merchant buyer's duties as to rightfully rejected goods.
402.604 - Buyer's options as to salvage of rightfully rejected goods.
402.605 - Waiver of buyer's objections by failure to particularize.
402.606 - What constitutes acceptance of goods.
402.608 - Revocation of acceptance in whole or in part.
402.609 - Right to adequate assurance of performance.
402.610 - Anticipatory repudiation.
402.611 - Retraction of anticipatory repudiation.
402.612 - “ Installment contract"; breach.
402.613 - Casualty to identified goods.
402.614 - Substituted performance.
402.615 - Excuse by failure of presupposed conditions.
402.616 - Procedure on notice claiming excuse.
402.701 - Remedies for breach of collateral contracts not impaired.
402.702 - Seller's remedies on discovery of buyer's insolvency.
402.703 - Seller's remedies in general.
402.705 - Seller's stoppage of delivery in transit or otherwise.
402.706 - Seller's resale including contract for resale.
402.707 - “ Person in the position of a seller".
402.708 - Seller's damages for nonacceptance or repudiation.
402.709 - Action for the price.
402.710 - Seller's incidental damages.
402.711 - Buyer's remedies in general; buyer's security interest in rejected goods.
402.712 - “ Cover"; buyer's procurement of substitute goods.
402.713 - Buyer's damages for nondelivery or repudiation.
402.714 - Buyer's damages for breach in regard to accepted goods.
402.715 - Buyer's incidental and consequential damages.
402.716 - Buyer's right to specific performance or replevin.
402.717 - Deduction of damages from the price.
402.718 - Liquidation or limitation of damages; deposits.
402.719 - Contractual modification or limitation of remedy.
402.720 - Effect of “cancellation" or “rescission" on claims for antecedent breach.
402.722 - Who can sue 3rd parties for injury to goods.
402.723 - Proof of market price: time and place.