We now offer 11 tutorials and related materials on the Contracts doctrine of excuse. Check it out.

For lots of Contracts students, Uniform Commercial Code 2 - 207 is confoundingly complex. How can there be a rule for determining whether there is an acceptance of an offer (UCC 2-207(1)) and then another (UCC 2-207(2)) for determining what the terms of the contract are? This movie demystifies this complexity.

In a previous post, we identified Reliance as an alternative to the Expectation/Mitigation remedy.

Reliance damages award expenses incurred in reliance on the contract. But what if Reliance damages would award the plaintiff with too much? In that situation, Restitution may provide a more appropriate outcome.

In previous posts, we reviewed “consequential” and “incidental” damages, defining such damages and focusing on the situations in which the buyer can recover them.

In this post, we take account of “expenses saved.”

Does curing the breach make the breach itself disappear?

If not, are damages due?

We continue our examination of The Parol Evidence Rule.

Our prior post on The Parol Evidence Rule addressed the duty to read, which is often at issue in connection with complete integrations.

This post addresses the strength of whether an entire agreement clause is evidence of a complete integration.

In previous posts, we reviewed “consequential” and “incidental” damages, defining such damages and focusing on the situations in which the buyer can recover them.

In this post, we take account of “expenses saved.”

In a previous post, we observed in passing that the buyer can recover incidental damages when the seller makes a non-conforming shipment.

What types of damages are “incidental,” and in what situations can the buyer recover them?

In a previous post, we explored what happens under UCC §2-714 and UCC §2-607(3)(a) when a buyer accepts a non-conforming delivery in whole.

In this post, we explore what happens under UCC §2-602 and §2-712 when the buyer rejects a non-conforming delivery in whole.

The Uniform Commercial Code (UCC) is the law governing contracts for the sale of goods (a good is a tangible, movable item). When a breach occurs in such a contract, the UCC specifies the remedy.

What damages will the court award to the buyer when the seller breaches either by failing to deliver the goods or by delivering goods that are not as warranted in the contract?

That depends upon whether the buyer:

Accepts the whole delivery;

Rejects the whole delivery; or

Accepts in part and reject in part.

This post addresses the first of these three, i.e., damages due when the buyer accepts the whole delivery.