Leveraging the Seller's Right to Cure Under NY UCC
Even when a buyer rejects goods due to non-conformity, the seller may have an opportunity to correct the issue. The New York UCC provides sellers with a "right to cure" under certain conditions.
Understanding UCC §2-508: Seller's Right to Cure
Time Remaining in Contract:
If the time for performance has not yet expired, the seller can:
Notify the buyer of their intention to cure.
Make a conforming delivery within the contract time.
Reasonable Grounds for Belief:
If the seller had reasonable grounds to believe the non-conforming goods would be acceptable, they may:
Notify the buyer.
Have an additional reasonable time to substitute a conforming tender.
Benefits for Sellers:
Preserve the Sale:
Opportunity to fulfill the contract and maintain the business relationship.
Avoid Legal Action:
Correcting the issue can prevent breach of contract claims.
Obligations for Sellers:
Prompt Notification:
Must inform the buyer of the intention to cure.
Timely Action:
Must provide conforming goods within the contract timeframe or a reasonable period.
Considerations for Buyers:
Good Faith Acceptance:
Buyers should allow the seller to cure if the conditions are met.
Communication:
Open dialogue can lead to a satisfactory resolution for both parties.
Key Takeaways:
Sellers have a right to correct non-conformities under specific conditions.
Timely communication and action are essential for the right to cure.
Understanding this provision helps both buyers and sellers manage contract performance effectively.
Disclaimer:
This article is for informational purposes only and does not constitute legal advice. Although I am an attorney, I am not your attorney, and reading this article does not create an attorney-client relationship. For advice pertaining to your specific situation, please consult a qualified attorney licensed in your area.
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