Sales and Leases | 135
What is more, the tables in both installments had so many defects that they were impossible to assemble. When notified of the defects, the manufacturer did not offer to cure them—even though the manufacturer knew that the store needed the display for a furniture expo that was slated to occur soon. Here, an appellate court found that the collective nonconformities in the two installments substantially impaired the value of the whole contract, giving the store the right to cancel the remaining contract. [ Adapted from Design Plus Store Fixtures, Inc. v. Citro Corp. , 508 S.E.2d 825 (N.C. Ct. App. 1998).] Buyer’s Right to Inspect the Goods Unless otherwise agreed, the buyer has a right to inspect goods that are tendered, delivered, or identified to a sales contract before paying for them or accepting them. The buyer may inspect the goods at any reasonable time or place and in any reasonable manner, as determined by usages of trade, the parties’ past practices, and the surrounding circumstances. If the contract requires or authorizes the seller to send the goods to the buyer, the buyer may inspect the goods after they arrive. In this vein, the place where the shipped goods arrive is, of course, a reasonable place for inspection. [U.C.C. § 2-513(1), cmt. 3 (1951).] 1. Inspection Defined Inspection means that the buyer examines the goods to determine whether they comply with the contract. [2 Hawkland UCC Series § 2-513:1, Westlaw (database updated June 2021).] 2. Who Bears Expenses of Inspection Absent contrary agreement, the buyer normally bears the expenses of inspection. However, the buyer may recover these expenses from the seller, as incidental damages, if (1) the goods do not conform to the contract and (2) the buyer rejects them. [U.C.C. § 2-513(2), cmt. 4 (1951); 2 Hawkland UCC Series § 2-513:1, Westlaw (database updated June 2021).] 3. Effect of Seller’s Interference with Buyer’s Right to Inspect the Goods If the buyer has a right to inspect the goods, and the seller interferes with the inspection, then the seller breaches the contract. [2 Hawkland UCC Series § 2-513:1, Westlaw (database updated June 2021).] 4. Inspection and Risk of Loss The rules on the buyer’s right to inspect the goods have no bearing on when or where the risk of loss passes to the buyer. [U.C.C. § 2-513(4), cmt. 8 (1951).]
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