Performance and Excuse of Nonperformance

Question 1

What does performance require under Article 2?

Answer 1

Perfect tender–delivery and condition must be exactly as promised in K

Question 2

What is anticipatory repudiation?

Answer 2

Where a promisor, prior to the time set for performance of their promise, indicates that they won’t perform when the time comes–requirements:
* Must be bilateral K with unperformed duties on both sides
* Must be unequivocal

Question 3

What may the nonrepudiating party do in the case of anticipatory repudiation?

Answer 3

(1) Treat anticipatory repudiation as total repudiation and sue immediately
(2) Suspend their own performance and wait to sue until performance date
(3) Treat repudiation as an offer to rescind and treat K as discharged
(4) Ignore repudiation and urge promisor to perform–this doesn’t waive repudiation though

Question 4

When may a party retract their repudiation?

Answer 4

Any time before their next performance is due unless the other party has cancelled, materially changed their position in reliance on repudiation, or otherwise indicated that they consider repudiation final

Question 5

What is the test for finding impracticability?

Answer 5

The party to perform has encountered:
(1) Extreme and unreasonable difficulty and/or expense, and (2) its nonoccurrence was a basic assumption of the parties

Question 6

When does a buyer accept under Article 2?

Answer 6

(1) After a reasonable opportunity to inspect the goods, they indicate to the seller that the goods conform to requirements or that they will keep the goods even though they fail to conform
(2) They fail to reject within a reasonable time after tender or delivery of the goods or fail to seasonably notify the seller of their rejection
(3) They do any act inconsistent with the seller’s ownerhsip

Question 7

Under what conditions may acceptance be revoked?

Answer 7

If the goods have a defect that substantially impairs their value to the buyer AND
1. They accepted the goods on the reasonable belief that the defect would be cured and it has not been OR
2. They accepted the goods because of the difficulty of discovering the defects or because of the seller’s assurance that the goods conformed to the contract

Question 8

At what point must revocation of acceptance occur to be effective?

Answer 8

(1) Within a reasonable time after the buyer discovers or should have discovered the defects AND
(2) Before any substantial change in the goods occurs that is not caused by a defect present at the time the seller relinquished possession

Question 9

What is the seller’s right to cure with respect to a single delivery contract?

Answer 9

If buyer rejects because of defects, seller may within the time originally provided for performance “cure” by giving reasonable notice of their intention to do so and making a new tender of conforming goods that the buyer must then accept
* If buyer rejects tender of nonconforming goods that the seller reasonably believed would be acceptable “with or without money allownace,” the seller, upon reasonable notification to the buyer, has a further reasonable time beyond original K time within to make conforming tender

Question 10

What is a buyer’s right to cure with respect to an installment contract?

Answer 10

Installment can be rejected only if the nonconformity substantially impairs the value of that installment and cannot be cured
* Whole K breached only if nonconformity substantially impairs the value of the entire contract