Sales and Leases | 213
seller’s remedies apply to the goods that the breach directly affects, as well as to any undelivered balance if the breach goes to the whole contract (in the case of an installment contract). [U.C.C. § 2-703, cmt. 1 (1951); 2 Hawkland UCC Series § 2-703:1, Westlaw (database updated June 2021); Installment Contracts, supra .]
1. Seller’s General Remedies The seller’s remedies for the buyer’s breach include, but are not limited to:
withholding delivery of the goods, cancelling the contract, identifying goods to the contract despite the breach or salvaging unfinished goods under § 2- 704, stopping delivery by a bailee under § 2-705, reselling the goods and recovering damages from the buyer under § 2-706,
recovering damages for nonacceptance under § 2-708, or bringing an action for the price in a proper case under § 2-709.
[U.C.C. § 2-703 (1951); 2 Hawkland UCC Series § 2-703:1, Westlaw (database updated June 2021).]
a. Seller’s Right to Withhold Delivery of the Goods If the buyer breaches the contract as to goods not yet delivered, the seller may generally withhold delivery of the goods. Section 2-703 does not expressly require that the seller give the buyer notice here, but it is generally advisable for the seller to do so. If the goods are in transit, the seller may need to invoke § 2-705 to stop the goods in transit. In any case, once the seller withholds delivery, she may invoke additional remedies to assure that she is made whole, including identifying the goods; salvaging unfinished goods; obtaining damages; or, in a proper case, obtaining lost profits. Importantly, the seller’s right to withhold delivery on account of the buyer’s breach under § 2-703 is a distinct remedy from the right to withhold delivery due to the buyer’s insolvency under § 2-702. [U.C.C. § 2-703 (1951); 2 Hawkland UCC Series § 2-703:2, Westlaw (database updated June 2021); Seller’s Right to Refuse to Deliver Except for Cash Payment, supra .] Note : Section 2-612 controls the seller’s entitlement to withhold delivery of goods under an installment contract. [ See U.C.C. § 2-612 (1951); 2 Hawkland UCC Series § 2-703:2, Westlaw (database updated June 2021); Installment Contracts, supra .]
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