Statute of Limitations for Sales

Don't Delay: The 4-Year Statute of Limitations Under NY UCC

When a breach of a sales contract occurs, time is of the essence if you wish to pursue legal action. The New York UCC sets a specific timeframe within which you must file a lawsuit.

Understanding UCC §2-725: Statute of Limitations

• Time Limit:

  An action for breach of any sales contract must be commenced within four years after the cause of action has accrued.

• Accrual of Cause of Action:

  • Generally accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge.

    
    

• Reduction of Period:

  • Parties may agree to reduce the limitation period to not less than one year but cannot extend it beyond four years.

    
    

Why It's Important:

• Legal Rights:

  Failing to file within the limitation period bars you from seeking legal remedies.

• Evidence Preservation:

  Delaying action can result in loss of evidence or witness availability.

• Financial Planning:

  Early resolution can help mitigate losses and plan for the future.

Exceptions:

• Warranty Exceptions:

  If a warranty explicitly extends to future performance, the cause of action accrues when the breach is or should have been discovered.

Best Practices:

• Monitor Contracts:

  Keep track of all contractual obligations and performance.

• Act Promptly:

  Address breaches as soon as they occur.

• Consult Legal Counsel:

  Seek professional advice to understand the specific timelines applicable to your situation.

Key Takeaways:

• Be aware of the four-year statute of limitations for sales contracts.

• Proactively manage and enforce your contractual rights within the legal timeframe.

• Timely action is crucial to preserving your ability to seek remedies.

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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.