"Installment Contract"; Breach

  1. Law
  2. Georgia Code
  3. Commercial Code
  4. Sales
  5. Breach, Repudiation, and Excuse
  6. "Installment Contract"; Breach

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  1. An "installment contract" is one which requires or authorizes the delivery of goods in separate lots to be separately accepted, even though the contract contains a clause "each delivery is a separate contract" or its equivalent.
  2. The buyer may reject any installment which is nonconforming if the nonconformity substantially impairs the value of that installment and cannot be cured or if the nonconformity is a defect in the required documents; but if the nonconformity does not fall within subsection (3) of this Code section and the seller gives adequate assurance of its cure the buyer must accept that installment.
  3. Whenever nonconformity or default with respect to one or more installments substantially impairs the value of the whole contract there is a breach of the whole. But the aggrieved party reinstates the contract if he accepts a nonconforming installment without seasonably notifying of cancellation or if he brings an action with respect only to past installments or demands performance as to future installments.

(Code 1933, § 109A-2 - 612, enacted by Ga. L. 1962, p. 156, § 1.)

Law reviews.

- For article, "Buyer's Right of Rejection: A Quarter Century Under the Uniform Commercial Code, and Recent International Developments," see 13 Ga. L. Rev. 805 (1979).

JUDICIAL DECISIONS

Breach.

- Reasonable jury could have found that a supplier did not breach an installment contract as a whole under O.C.G.A. § 11-2-612(3) when less than 20 percent of the goods in one order delivered to a purchaser were allegedly defective; the contract covered far more than the sale of the goods at issue. Advanced BodyCare Solutions, LLC v. Thione Int'l, Inc., 615 F.3d 1352 (11th Cir. 2010).

Jury issue.

- Whether plaintiff-buyer has made cover purchases in reasonable manner poses classic jury issue. American Carpet Mills v. Gunny Corp., 649 F.2d 1056 (5th Cir. 1981).

Cited in Bigelow-Sanford, Inc. v. Gunny Corp., 649 F.2d 1060 (5th Cir. 1981).

RESEARCH REFERENCES

Am. Jur. 2d.

- 67 Am. Jur. 2d, Sales, §§ 681-689.

6 Am. Jur. Pleading and Practice Forms, Commercial Code, § 2:600.

C.J.S.

- 77 C.J.S., Sales, §§ 102 et seq., 181.

U.L.A.

- Uniform Commercial Code (U.L.A.) § 2-612.

ALR.

- Contract for sale of goods as entire or divisible, 2 A.L.R. 643.

Divisibility of contract to furnish material for a specific construction, 2 A.L.R. 687.

Right of seller to rescind or refuse further deliveries upon the buyer's failure to pay for instalments, 14 A.L.R. 1209; 75 A.L.R. 609.

Acceptance of instalment of goods as affecting buyer's right to rescind because of defects in that instalment, 29 A.L.R. 1517.

Severability of invalid arbitration provisions of contract, 90 A.L.R. 1305.

Sales: construction and application of UCC § 2-612(2), dealing with rejection of goods under installment contracts, 61 A.L.R.5th 611.


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