Options and Cooperation Respecting Performance

  1. Law
  2. Georgia Code
  3. Commercial Code
  4. Sales
  5. General Obligation and Construction of Contract
  6. Options and Cooperation Respecting Performance

Checkout our iOS App for a better way to browser and research.

  1. An agreement for sale which is otherwise sufficiently definite (subsection (3) of Code Section 11-2-204) to be a contract is not made invalid by the fact that it leaves particulars of performance to be specified by one of the parties. Any such specification must be made in good faith and within limits set by commercial reasonableness.
  2. Unless otherwise agreed specifications relating to assortment of goods are at the buyer's option and except as otherwise provided in subsections (1)(c) and (3) of Code Section 11-2-319 specifications or arrangements relating to shipment are at the seller's option.
  3. Where such specification would materially affect the other party's performance but is not seasonably made or where one party's cooperation is necessary to the agreed performance of the other but is not seasonably forthcoming, the other party in addition to all other remedies:
  1. Is excused for any resulting delay in his own performance; and
  2. May also either proceed to perform in any reasonable manner or after the time for a material part of his own performance treat the failure to specify or to cooperate as a breach by failure to deliver or accept the goods.

(Code 1933, § 109A-2 - 311, enacted by Ga. L. 1962, p. 156, § 1.)

RESEARCH REFERENCES

Am. Jur. 2d.

- 67 Am. Jur. 2d, Sales, § 509.

6 Am. Jur. Pleading and Practice Forms, Commercial Code, § 2:126.

C.J.S.

- 77A C.J.S., Sales, §§ 74, 75.

U.L.A.

- Uniform Commercial Code (U.L.A.) § 2-311.

ALR.

- Means of transportation contemplated by provision relating to "freight rates" in contract, 83 A.L.R. 1306.

Validity and enforceability of agreement by seller to repurchase on buyer's demand as affected by failure to fix time for demand, 88 A.L.R. 842.

Contract of sale which calls for a definite quantity but leaves the quality, grade, or assortment optional with one of the parties as subject to objection of indefiniteness, 106 A.L.R. 1284.

When optionee's delay in exercising option excused, 157 A.L.R. 1311.

Provision of partnership agreement giving one partner option to buy out the other, 160 A.L.R. 523.

Necessity for payment or tender of purchase money within option period in order to exercise option, in absence of specific time requirement for payment, 71 A.L.R.3d 1201.

Construction and effect of options to purchase at specified price and at price offered by third person, included in same instrument, 22 A.L.R.4th 1293.


Download our app to see the most-to-date content.