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contract, but to no avail. Eventually, the buyer sent the seller an email stating that “We cannot bring in any more steel from you unless you adjust the price to correspond more closely to current market prices.” On similar facts, a federal district court held that the buyer repudiated the contract. On the heels of the failed negotiations to modify the contract, the email was a clear, unequivocal statement of intent not to perform, at least without concessions not afforded in the contract. [ Adapted from Doral Steel, Inc. v. Gray Metal Prods., Inc. , 672 F.Supp.2d 798 (N.D. Ohio 2009).] (2) A grain distributor contracted with a farmer to purchase stated quantities of the farmer’s grain for resale to the distributor’s customers. Shortly after making the contract, the distributor lost its state license to deal in grain, which made it unlawful for the distributor to accept any deliveries of grain. Here, when the distributor lost its grain license, it immediately repudiated the contract. Certainly, the distributor made no overt statement of unwillingness to perform. However, by conduct ( i.e. , losing the grain license), the distributor made its own contractual performance impossible. Actions rendering performance impossible are repudiations, just like words clearly indicating unwillingness to perform. [ See Timmerman v. Grain Exchange, LLC , 915 N.E.2d 113 (Ill. App. Ct. 2009).] Compare : A fisherman contracted to buy a boat from a manufacturer. The fisherman made a few payments on time, but then his fishing business started to suffer. Thus, the fisherman wrote the manufacturer a letter stating, “If I don’t make enough money fishing up here in Alaska, it may be a while before I can send you any more payments under our contract. The situation up here is really bad. The canneries are getting more fish than they can process, and there are too many fisherman trying to sell too many fish.” The fisherman’s letter is not an anticipatory repudiation. The letter does not clearly, unequivocally state the fisherman’s intent not to perform. Rather, it merely expresses doubt about the fisherman’s ability to perform. [ Adapted from Lovric v. Dunatov , 567 P.2d 678 (Wash. App. Ct. 1977).] 2. Whether Lack of Repudiated Performance Will Substantially Impair the Contract’s Value to the Nonrepudiating Party One element of anticipatory repudiation in Article 2 is that the lack of the repudiated performance will substantially impair the contract’s value to the nonrepudiating party. In deciding whether this element is satisfied, courts invoke the same basic standard as when they evaluate whether a breach as to one installment in an installment contract will substantially impair the whole contract’s value to the nonbreaching party. Here, then, the standard is whether the nonrepudiating party will suffer material injustice or inconvenience if she must wait to receive performance, minus the part repudiated. [U.C.C. § 2-610, cmt. 3
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