Promptly notify the buyer that shipment has been made.
If a seller fails to meet these requirements, and this causes a material loss or a delay, the buyer can reject the shipment.
b. Destination Contract
The seller must give the buyer appropriate notice and any necessary documents of title [UCC 2–503].
A seller or lessor must deliver goods in conformity with every detail of the contract. If goods or tenderfail in any respect, the buyer or lessee can accept the goods, reject them, or accept part and reject part[UCC 2–601, 2A–509].
1. Agreement of the Parties
Parties can agree in their contract that, for example, the seller can repair or replace any defectivegoods within a reasonable time.
2. Curea. Within the Contract Time for Performance
If nonconforming goods are rejected, the seller or lessor can notify the buyer or lessee of anintention to repair, adjust, or replace the goods and can then do so within the contract time forperformance [UCC 2–508, 2A–513].
b. After the Time for Performance Expires
The seller or lessor can cure if there were reasonable grounds to believe the nonconformancewould be acceptable. (“Reasonable grounds” include nonconforming tender with a priceallowance.)
c. Substantially Restricts the Buyer’s Right to Reject
If the buyer or lessee refuses goods but does not disclose the nature of the defect, he or shecannot later assert the defect as a defense if it is one that could have been cured [UCC 2–605, 2A–514].
3. Substitution of Carriers
If, through no fault of either party an agreed manner of delivery is not available, a substitute issufficient [UCC 2–614(1)].
4. Installment Contractsa. Substantial Nonconformity
A buyer or lessee can reject an installment only if a nonconformity substantially impairs thevalue of the installment and cannot be cured [UCC 2–612(2), 2–307, 2A–510(1)].
b. Breach of the Entire Contract
A breach occurs if one or more nonconforming installments substantially impair the value of thewhole contract. If the buyer or lessee accepts a nonconforming installment, the contract isreinstated [UCC 2–612(3), 2A–510(2)]
5. Commercial Impracticability