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$0.05 per pound. One offered $0.06. In response, the manufacturer offered $0.625 per pound. The manufacturer withdrew this offer, though, after the farmer insisted on the manufacturer’s agreement that the sale would not preclude the farmer’s other contractual remedies for the breach. After the withdrawal, the farmer accepted the bid of $0.06 per pound. The farmer sent bidders samples of the worst of the corn, but only because the prospective purchasers requested it. On similar facts, Nebraska’s supreme court upheld a lower court’s finding that the farmer’s resale of the corn was commercially reasonable. [ See Smith v. Paoli Popcorn Co. , 618 N.W.2d 452 (Neb. 2000).] Compare : A Minnesota retailer contracted to purchase heating oil from a manufacturer for $55 per barrel but later breached that contract by wrongfully rejecting the oil. The manufacturer later resold the oil in the Virgin Islands for $30 per barrel, the best price reasonably obtainable in the Virgin Islands. The resale here was likely not commercially reasonable. Minnesota’s climate was notoriously cold, while that of the Virgin Islands was virtually always warm. Thus, demand for heating oil was much higher in Minnesota than in the Virgin Islands. Accordingly, reselling the oil in the Virgin Islands did not reflect a reasonable effort to obtain the highest practicable price for the oil. [ See Apex Oil Co. v. Belcher Co. of N.Y., Inc. , 855 F.2d 997 (2d Cir. 1988).] Commercial Reasonableness and the Timing of the Resale Perhaps the most important aspect of commercial reasonableness is the timing of the resale. Ideally, the resale should occur as soon as practicable after the breach, to avoid a significant decrease in the goods’ value if possible. Various factors may, of course, justify a delay, such as when no reasonable market for the goods exists or is readily available at the time of the breach, or when the buyer justifiably demands inspection of the goods to preserve evidence. If the market for the goods is particularly volatile, then it seems more likely that any significant delay will be deemed unreasonable. By contrast, if the circumstances make it extremely difficult to find a buyer for the resale, even with reasonable diligence, a much longer delay may be justifiable. For instance, the goods may be specially manufactured for a niche market. [ See Apex Oil Co. v. Belcher Co. of N.Y., Inc. , 855 F.2d 997 (2d Cir. 1988); Sharp Electronics Corp. v. Lodgistix, Inc. , 802 F.Supp. 370 (D. Kan. 1992); 4A Part I Anderson U.C.C. § 2-706:30 (3d. ed.), Westlaw (database updated Dec. 2020).] 6. Person in the Position of a Seller Person in the position of a seller is a term of art with a specific meaning in Article 2. The definition has two prongs. The first applies in a principal-agent relationship. As against the principal, a person in the position of a seller includes an agent who has, on the principal’s
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