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New Jersey Statutes - Title 12A Commercial Transactions

Legal Research Home > New Jersey Laws > Commercial Transactions > New Jersey Statutes - Title 12A Commercial Transactions

  • New Jersey Statutes 12A:1-101 Short titles.
    12A:1-101. Short Titles.      a.     This act may be cited as the Uniform Commercial Code.      b.     This Chapter may be...
  • New Jersey Statutes 12A:1-102 Scope of chapter.
    12A:1-102. Scope of Chapter.
  • New Jersey Statutes 12A:1-103 Construction of the Uniform Commercial Code to promote its purposes and policies; applicability of supplemental principles of law.
    12A:1-103. Construction of the Uniform Commercial Code to Promote Its Purposes and Policies; Applicability of Supplemental Principles of Law.      a.     The Uniform...
  • New Jersey Statutes 12A:1-104 Construction against implied repeal.
    12A:1-104. Construction Against Implied Repeal.      The Uniform Commercial Code being a general act intended as a unified coverage of its subject matter, no...
  • New Jersey Statutes 12A:1-105 Severability.
    12A:1-105. Severability.      If any provision or clause of the Uniform Commercial Code or its application to any person or circumstance is held invalid,...
  • New Jersey Statutes 12A:1-106 Use of singular and plural; gender.
    12A:1-106. Use of Singular and Plural; Gender.      In the Uniform Commercial Code, unless the statutory context otherwise requires:      a.     Words...
  • New Jersey Statutes 12A:1-108 Relation to electronic signatures in Global and National Commerce Act.
    12A:1-108. Relation to Electronic Signatures in Global and National Commerce Act.      This Chapter modifies, limits, and supersedes the federal Electronic Signatures in Global...
  • New Jersey Statutes 12A:1-201 General definitions.
    12A:1-201. General Definitions.      a.     Unless the context otherwise requires, words or phrases defined in this section, or in the additional definitions contained...
  • New Jersey Statutes 12A:1-202 Notice; knowledge.
    12A:1-202. Notice; Knowledge.      a.     Subject to subsection f. of this section, a person has "notice" of a fact if the person:  ...
  • New Jersey Statutes 12A:1-203 Lease distinguished from security interest.
    12A:1-203. Lease Distinguished from Security Interest.      a.     Whether a transaction in the form of a lease creates a lease or security interest...
  • New Jersey Statutes 12A:1-204 Value.
    12A:1-204. Value.      Except as otherwise provided in Chapters 3, 4, 5, and 6, a person gives value for rights if the person acquires...
  • New Jersey Statutes 12A:1-205 Reasonable time; seasonableness.
    12A:1-205. Reasonable Time; Seasonableness.      a.     Whether a time for taking an action required by the Uniform Commercial Code is reasonable depends on...
  • New Jersey Statutes 12A:1-206 Presumptions.
    12A:1-206. Presumptions.      Whenever the Uniform Commercial Code creates a "presumption" with respect to a fact, or provides that a fact is "presumed," the...
  • New Jersey Statutes 12A:1-301 Territorial applicability; parties' power to choose applicable law.
    12A:1-301. Territorial Applicability; Parties' Power to Choose Applicable Law.      a.     Except as otherwise provided in this section, when a transaction bears a...
  • New Jersey Statutes 12A:1-302 Variation by agreement.
    12A:1-302. Variation by Agreement.      a.     Except as otherwise provided in subsection b. of this section or elsewhere in the Uniform Commercial Code,...
  • New Jersey Statutes 12A:1-303 Course of performance, course of dealing, and usage of trade.
    12A:1-303. Course of Performance, Course of Dealing, and Usage of Trade.      a.     A "course of performance" is a sequence of conduct between...
  • New Jersey Statutes 12A:1-304 Obligation of good faith.
    12A:1-304. Obligation of Good Faith.      Every contract or duty within the Uniform Commercial Code imposes an obligation of good faith in its performance...
  • New Jersey Statutes 12A:1-305 Remedies to be liberally administered.
    12A:1-305. Remedies to Be Liberally Administered.      a.     The remedies provided by the Uniform Commercial Code shall be liberally administered to the end...
  • New Jersey Statutes 12A:1-306 Waiver of renunciation of claim or right after breach.
    12A:1-306. Waiver of Renunciation of Claim or Right After Breach.      A claim or right arising out of an alleged breach may be discharged...
  • New Jersey Statutes 12A:1-307 Prima facie evidence by third party documents.
    12A:1-307. Prima Facie Evidence by Third Party Documents.      A document in due form purporting to be a bill of lading, policy or certificate...
  • New Jersey Statutes 12A:1-308 Performance or acceptance under reservation of rights.
    12A:1-308. Performance or Acceptance Under Reservation of Rights.      a.     A party that with explicit reservation of rights performs or promises performance or...
  • New Jersey Statutes 12A:2-101 Short title
    This Chapter shall be known and may be cited as Uniform Commercial Code--Sales. L.1961, c. 120, s. 2-101.
  • New Jersey Statutes 12A:2-102 Scope; certain security and other transactions excluded from this chapter
    Unless the context otherwise requires, this Chapter applies to transactions in goods; it does not apply to any transaction which although in the form of...
  • New Jersey Statutes 12A:2-103 Definitions and index of definitions.
    12A:2-103. Definitions and index of definitions.      (1)     In this chapter unless the context otherwise requires:      (a)     "Buyer" means a...
  • New Jersey Statutes 12A:2-104 Definitions: "merchant" ; "between merchants" ; "financing agency"
    (1) "Merchant" means a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill...
  • New Jersey Statutes 12A:2-105 Definitions: transferability; "goods" ; "future" goods; "lot" ; "commercial unit"
    (1) "Goods" means all things (including specially manufactured goods) which are movable at the time of identification to the contract for sale other than the...
  • New Jersey Statutes 12A:2-106 Definitions: "contract" ; "agreement" ; "contract for sale" ; "sale" ; "present sale" ; "conforming" to contract; "termination" ; "cancellation"
    (1) In this Chapter unless the context otherwise requires "contract" and "agreement" are limited to those relating to the present or future sale of goods....
  • New Jersey Statutes 12A:2-107 Goods to be severed from realty: recording
    (1) A contract for the sale of minerals or the like (including oil and gas) or a structure or its materials to be removed from...
  • New Jersey Statutes 12A:2-201 Formal requirements; statute of frauds
    (1) Except as otherwise provided in this section a contract for the sale of goods for the price of $500 or more is not enforceable...
  • New Jersey Statutes 12A:2-202 Final written expression: parol or extrinsic evidence
    Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties...
  • New Jersey Statutes 12A:2-203 Seals inoperative
    The affixing of a seal to a writing evidencing a contract for sale or an offer to buy or sell goods does not constitute the...
  • New Jersey Statutes 12A:2-204 Formation in general
    (1) A contract for sale of goods may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the...
  • New Jersey Statutes 12A:2-205 Firm offers
    An offer by a merchant to buy or sell goods in a signed writing which by its terms gives assurance that it will be held...
  • New Jersey Statutes 12A:2-206 Offer and acceptance in formation of contract
    (1) Unless otherwise unambiguously indicated by the language or circumstances (a) an offer to make a contract shall be construed as inviting acceptance in any...
  • New Jersey Statutes 12A:2-207 Additional terms in acceptance or confirmation
    (1) A definite and seasonable expression of acceptance or a written confirmation which is sent within a reasonable time operates as an acceptance even though...
  • New Jersey Statutes 12A:2-208 Course of performance or practical construction
    (1) Where the contract for sale involves repeated occasions for performance by either party with knowledge of the nature of the performance and opportunity for...
  • New Jersey Statutes 12A:2-209 Modification, rescission and waiver
    (1) An agreement modifying a contract within this Chapter needs no consideration to be binding. (2) A signed agreement which excludes modification or rescission except...
  • New Jersey Statutes 12A:2-210 Delegation of performance; assignment of rights
    12A:2-210. Delegation of performance; assignment of rights.      (1)     A party may perform his duty through a delegate unless otherwise agreed or unless...
  • New Jersey Statutes 12A:2-301 General obligations of parties
    The obligation of the seller is to transfer and deliver and that of the buyer is to accept and pay in accordance with the contract....
  • New Jersey Statutes 12A:2-302 Unconscionable contract or clause
    (1) If the court as a matter of law finds the contract or any clause of the contract to have been unconscionable at the time...
  • New Jersey Statutes 12A:2-303 Allocation or division of risks
    Where this Chapter allocates a risk or a burden as between the parties "unless otherwise agreed" , the agreement may not only shift the allocation...
  • New Jersey Statutes 12A:2-304 Price payable in money, goods, realty, or otherwise
    (1) The price can be made payable in money or otherwise. If it is payable in whole or in part in goods each party is...
  • New Jersey Statutes 12A:2-305 Open price term
    (1) The parties if they so intend can conclude a contract for sale even though the price is not settled. In such a case the...
  • New Jersey Statutes 12A:2-306 Output, requirements and exclusive dealings
    (1) A term which measures the quantity by the output of the seller or the requirements of the buyer means such actual output or requirements...
  • New Jersey Statutes 12A:2-307 Delivery in single lot or several lots
    Unless otherwise agreed all goods called for by a contract for sale must be tendered in a single delivery and payment is due only on...
  • New Jersey Statutes 12A:2-308 Absence of specified place for delivery
    Unless otherwise agreed (a) the place for delivery of goods is the seller's place of business or if he has none his residence; but (b)...
  • New Jersey Statutes 12A:2-310 Open time for payment or running of credit; authority to ship under reservation.
    Unless otherwise agreed      (a)     payment is due at the time and place at which the buyer is to receive the goods even...
  • New Jersey Statutes 12A:2-311 Options and cooperation respecting performance
    (1) An agreement for sale which is otherwise sufficiently definite (subsection (3) of 12A:2-204) to be a contract is not made invalid by the fact...
  • New Jersey Statutes 12A:2-312 Warranty of title and against infringement; buyer's obligation against infringement
    (1) Subject to subsection (2) there is in a contract for sale a warranty by the seller that (a) the title conveyed shall be good,...
  • New Jersey Statutes 12A:2-313 Express warranties by affirmation, promise, description, sample
    (1) Express warranties by the seller are created as follows: (a) Any affirmation of fact or promise made by the seller to the buyer which...
  • New Jersey Statutes 12A:2-313.1 Consumer goods product; warranties of 90 days or less; computation of time
    The warranty of any consumer goods product sold for less than $1,000.00 which is for 90 days or less shall start running on the date...
  • New Jersey Statutes 12A:2-313.2 Consumer goods product; defined
    As used in this act, "consumer goods product" shall mean all goods or products sold for personal or household use, excluding those goods or products...
  • New Jersey Statutes 12A:2-314 Implied warranty: merchantability; usage of trade
    (1) Unless excluded or modified (12A:2-316), a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller...
  • New Jersey Statutes 12A:2-315 Implied warranty: fitness for particular purpose
    Where the seller at the time of contracting has reason to know any particular purpose for which the goods are required and that the buyer...
  • New Jersey Statutes 12A:2-316 Exclusion or modification of warranties
    (1) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed...
  • New Jersey Statutes 12A:2-317 Cumulation and conflict of warranties express or implied
    Warranties whether express or implied shall be construed as consistent with each other and as cumulative, but if such construction is unreasonable the intention of...
  • New Jersey Statutes 12A:2-318 Third party beneficiaries of warranties express or implied
    A seller's warranty whether express or implied extends to any natural person who is in the family or household of his buyer or who is...
  • New Jersey Statutes 12A:2-319 F.O.B. and F.A.S. terms
    (1) Unless otherwise agreed the term F.O.B. (which means "free on board" ) at a named place, even though used only in connection with the...
  • New Jersey Statutes 12A:2-320 C.I.F. and C. & F. terms
    (1) The term C.I.F. means that the price includes in a lump sum the cost of the goods and the insurance and freight to the...
  • New Jersey Statutes 12A:2-321 C.I.F. or C. & F.: "net landed weights" ; "payment on arrival" ; warranty of condition on arrival
    Under a contract containing a term C.I.F. or C. & F. (1) Where the price is based on or is to be adjusted according to...
  • New Jersey Statutes 12A:2-322 Delivery "ex-ship"
    (1) Unless otherwise agreed a term for delivery of goods "ex-ship" (which means from the carrying vessel) or in equivalent language is not restricted to...
  • New Jersey Statutes 12A:2-323 Form of bill of lading required in overseas shipment; "overseas."
    12A:2-323. Form of bill of lading required in overseas shipment; "overseas."      (1)     Where the contract contemplates overseas shipment and contains a term...
  • New Jersey Statutes 12A:2-324 "No arrival, no sale" term
    Under a term "no arrival, no sale" or terms of like meaning, unless otherwise agreed, (a) the seller must properly ship conforming goods and if...
  • New Jersey Statutes 12A:2-325 "Letter of credit" term; "confirmed credit"
    (1) Failure of the buyer seasonably to furnish an agreed letter of credit is a breach of the contract for sale. (2) The delivery to...
  • New Jersey Statutes 12A:2-326 Sale on approval and sale or return; rights of creditors
    12A:2-326. Sale on Approval and Sale or Return; Rights of Creditors.      (1)     Unless otherwise agreed, if delivered goods may be returned by...
  • New Jersey Statutes 12A:2-327 Special incidents of sale on approval and sale or return
    (1) Under a sale on approval unless otherwise agreed (a) although the goods are identified to the contract the risk of loss and the title...
  • New Jersey Statutes 12A:2-328 Sale by auction
    (1) In a sale by auction if goods are put up in lots each lot is the subject of a separate sale. (2) A sale...
  • New Jersey Statutes 12A:2-329 Short title
    This act shall be known and may be cited as the "Artworks Consignment Act." L. 1987, c. 132, s. 1.
  • New Jersey Statutes 12A:2-330 Definitions
    As used in this act: (1) "Art dealer" means a person engaged in the business of selling crafts and works of fine art, other than...
  • New Jersey Statutes 12A:2-331 Terms of consignment
    When an artist or an artist's representative delivers or causes the delivery of a craft or work of fine art to an art dealer to...
  • New Jersey Statutes 12A:2-332 Protection of consignor from creditors of consignee
    (1) Notwithstanding the provision of N.J.S. 12A:2-326, the consignor may be protected against the creditors of the consignee where: (a) the consignee or consignor places...
  • New Jersey Statutes 12A:2-333 Consignments protected from creditors
    Crafts or works of fine art placed on consignment in compliance with the provisions of subsection (1) of section 4 are not subject to the...
  • New Jersey Statutes 12A:2-334 Consignment agreement
    An art dealer shall not accept a craft or work of fine art for a commission on consignment unless, before the time of acceptance, the...
  • New Jersey Statutes 12A:2-335 Civil liability of consignee
    An art dealer who accepts a craft or work of fine art on consignment shall be liable in a civil action brought by the consignor...
  • New Jersey Statutes 12A:2-336 Waiver of rights of consignor
    A consignor may not waive his rights under this act unless the waiver is clear, conspicuous and in writing. L. 1987, c. 132, s. 8.
  • New Jersey Statutes 12A:2-401 Passing of title; reservation for security; limited application of this section.
    12A:2-401. Passing of title; reservation for security; limited application of this section.      Each provision of this Chapter with regard to the rights, obligations...
  • New Jersey Statutes 12A:2-402 Rights of seller's creditors against sold goods
    (1) Except as provided in subsections (2) and (3), rights of unsecured creditors of the seller with respect to goods which have been identified to...
  • New Jersey Statutes 12A:2-403 Power to transfer; good faith purchase of goods; "entrusting"
    12A:2-403. Power to transfer; good faith purchase of goods; "entrusting". (1) A purchaser of goods acquires all title which the transferor had or had power...
  • New Jersey Statutes 12A:2-501 Insurable interest in goods; manner of identification of goods
    (1) The buyer obtains a special property and an insurable interest in goods by identification of existing goods as goods to which the contract refers...
  • New Jersey Statutes 12A:2-502 Buyer's right to goods on seller's repudiation, failure to deliver, or insolvency
    12A:2-502. Buyer's Right to Goods on Seller's Repudiation, Failure to Deliver, or Insolvency.      (1)     Subject to subsections (2) and (3) and even...
  • New Jersey Statutes 12A:2-503 Manner of seller's tender of delivery.
    12A:2-503. Manner of seller's tender of delivery.      (1)     Tender of delivery requires that the seller put and hold conforming goods at the...
  • New Jersey Statutes 12A:2-504 Shipment by seller
    Where the seller is required or authorized to send the goods to the buyer and the contract does not require him to deliver them at...
  • New Jersey Statutes 12A:2-505 Seller's shipment under reservation.
    12A:2-505. Seller's shipment under reservation.      (1)     Where the seller has identified goods to the contract by or before shipment:      (a) ...
  • New Jersey Statutes 12A:2-506 Rights of financing agency.
    12A:2-506. Rights of financing agency.      (1)     A financing agency by paying or purchasing for value a draft which relates to a shipment...
  • New Jersey Statutes 12A:2-507 Effect of seller's tender; delivery on condition
    (1) Tender of delivery is a condition to the buyer's duty to accept the goods and, unless otherwise agreed, to his duty to pay for...
  • New Jersey Statutes 12A:2-508 Cure by seller of improper tender or delivery; replacement
    (1) Where any tender or delivery by the seller is rejected because non-conforming and the time for performance has not yet expired, the seller may...
  • New Jersey Statutes 12A:2-509 Risk of loss in the absence of breach.
    12A:2-509. Risk of loss in the absence of breach.      (1)     Where the contract requires or authorizes the seller to ship the goods...
  • New Jersey Statutes 12A:2-510 Effect of breach on risk of loss
    (1) Where a tender or delivery of goods so fails to conform to the contract as to give a right of rejection the risk of...
  • New Jersey Statutes 12A:2-511 Tender of payment by buyer; payment by check.
    (1) Unless otherwise agreed tender of payment is a condition to the seller's duty to tender and complete any delivery. (2) Tender of Payment is...
  • New Jersey Statutes 12A:2-512 Payment by buyer before inspection; exceptions.
    12A:2-512. (1) Where the contract requires payment before inspection, non-conformity of the goods does not excuse the buyer from so making payment unless    ...
  • New Jersey Statutes 12A:2-513 Buyer's right to inspection of goods
    (1) Unless otherwise agreed and subject to subsection (3), where goods are tendered or delivered or identified to the contract for sale, the buyer has...
  • New Jersey Statutes 12A:2-514 When documents deliverable on acceptance; when on payment
    Unless otherwise agreed documents against which a draft is drawn are to be delivered to the drawee on acceptance of the draft if it is...
  • New Jersey Statutes 12A:2-515 Preserving evidence of goods in dispute
    In furtherance of the adjustment of any claim or dispute (a) either party on reasonable notification to the other and for the purpose of ascertaining...
  • New Jersey Statutes 12A:2-601 Buyer's rights on improper delivery
    Subject to the provisions of this Chapter on breach in installment contracts (12A:2-612) and unless otherwise agreed under the sections on contractual limitations of remedy...
  • New Jersey Statutes 12A:2-602 Manner and effect of rightful rejection
    (1) Rejection of goods must be within a reasonable time after their delivery or tender. It is ineffective unless the buyer seasonably notifies the seller....
  • New Jersey Statutes 12A:2-603 Merchant buyer's duties as to rightfully rejected goods
    (1) Subject to any security interest in the buyer (subsection (3) of 12A:2-711), when the seller has no agent or place of business at the...
  • New Jersey Statutes 12A:2-604 Buyer's options as to salvage of rightfully rejected goods
    Subject to the provisions of the immediately preceding section on perishables if the seller gives no instructions within a reasonable time after notification of rejection...
  • New Jersey Statutes 12A:2-605 Waiver of buyer's objections by failure to particularize.
    12A:2-605. Waiver of buyer's objections by failure to particularize.      (1)     The buyer's failure to state in connection with rejection a particular defect...
  • New Jersey Statutes 12A:2-606 What constitutes acceptance of goods
    (1) Acceptance of goods occurs when the buyer (a) after a reasonable opportunity to inspect the goods signifies to the seller that the goods are...
  • New Jersey Statutes 12A:2-607 Effect of acceptance; notice of breach; burden of establishing breach after acceptance; notice of claim or litigation to person answerable over
    (1) The buyer must pay at the contract rate for any goods accepted. (2) Acceptance of goods by the buyer precludes rejection of the goods...
  • New Jersey Statutes 12A:2-608 Revocation of acceptance in whole or in part
    (1) The buyer may revoke his acceptance of a lot or commercial unit whose non-conformity substantially impairs its value to him if he has accepted...
  • New Jersey Statutes 12A:2-609 Right to adequate assurance of performance
    (1) A contract for sale imposes an obligation on each party that the other's expectation of receiving due performance will not be impaired. When reasonable...
  • New Jersey Statutes 12A:2-610 Anticipatory repudiation
    When either party repudiates the contract with respect to a performance not yet due the loss of which will substantially impair the value of the...
  • New Jersey Statutes 12A:2-611 Retraction of anticipatory repudiation
    (1) Until the repudiating party's next performance is due he can retract his repudiation unless the aggrieved party has since the repudiation cancelled or materially...
  • New Jersey Statutes 12A:2-612 "Installment contract" ; breach
    (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...
  • New Jersey Statutes 12A:2-613 Casualty to identified goods
    Where the contract requires for its performance goods identified when the contract is made, and the goods suffer casualty without fault of either party before...
  • New Jersey Statutes 12A:2-614 Substituted performance
    (1) Where without fault of either party the agreed berthing, loading, or unloading facilities fail or an agreed type of carrier becomes unavailable or the...
  • New Jersey Statutes 12A:2-615 Excuse by failure of presupposed conditions
    Except so far as a seller may have assumed a greater obligation and subject to the preceding section on substituted performance: (a) Delay in delivery...
  • New Jersey Statutes 12A:2-616 Procedure on notice claiming excuse
    (1) Where the buyer receives notification of a material or indefinite delay or an allocation justified under the preceding section he may by written notification...
  • New Jersey Statutes 12A:2-701 Remedies for breach of collateral contracts not impaired
    Remedies for breach of any obligation or promise collateral or ancillary to a contract for sale are not impaired by the provisions of this Chapter....
  • New Jersey Statutes 12A:2-702 Seller's remedies on discovery of buyer's insolvency
    (1) Where the seller discovers the buyer to be insolvent he may refuse delivery except for cash including payment for all goods theretofore delivered under...
  • New Jersey Statutes 12A:2-703 Seller's remedies in general
    Where the buyer wrongfully rejects or revokes acceptance of goods or fails to make a payment due on or before delivery or repudiates with respect...
  • New Jersey Statutes 12A:2-704 Seller's right to identify goods to the contract notwithstanding breach or to salvage unfinished goods
    (1) An aggrieved seller under the preceding section may (a) identify to the contract conforming goods not already identified if at the time he learned...
  • New Jersey Statutes 12A:2-705 Seller's stoppage of delivery in transit or otherwise.
    12A:2-705. Seller's stoppage of delivery in transit or otherwise.      (1)     The seller may stop delivery of goods in the possession of a...
  • New Jersey Statutes 12A:2-706 Seller's resale including contract for resale
    (1) Under the conditions stated in 12A:2-703 on seller's remedies, the seller may resell the goods concerned or the undelivered balance thereof. Where the resale...
  • New Jersey Statutes 12A:2-707 "Person in the position of a seller"
    (1) A "person in the position of a seller" includes as against a principal an agent who has paid or become responsible for the price...
  • New Jersey Statutes 12A:2-708 Seller's damages for non-acceptance or repudiation
    (1) Subject to subsection (2) and to the provisions of this Chapter with respect to proof of market price (12A:2-723), the measure of damages for...
  • New Jersey Statutes 12A:2-709 Action for the price
    (1) When the buyer fails to pay the price as it becomes due the seller may recover, together with any incidental damages under the next...
  • New Jersey Statutes 12A:2-710 Seller's incidental damages
    Incidental damages to an aggrieved seller include any commercially reasonable charges, expenses or commissions incurred in stopping delivery, in the transportation, care and custody of...
  • New Jersey Statutes 12A:2-711 Buyer's remedies in general; buyer's security interest in rejected goods
    (1) Where the seller fails to make delivery or repudiates or the buyer rightfully rejects or justifiably revokes acceptance then with respect to any goods...
  • New Jersey Statutes 12A:2-712 "Cover" ; buyer's procurement of substitute goods
    (1) After a breach within the preceding section the buyer may "cover" by making in good faith and without unreasonable delay any reasonable purchase of...
  • New Jersey Statutes 12A:2-713 Buyer's damages for non-delivery or repudiation
    (1) Subject to the provisions of this Chapter with respect to proof of market price (12A:2-723), the measure of damages for non-delivery or repudiation by...
  • New Jersey Statutes 12A:2-714 Buyer's damages for breach in regard to accepted goods
    (1) Where the buyer has accepted goods and given notification (subsection (3) of 12A:2-607) he may recover as damages for any non-conformity of tender the...
  • New Jersey Statutes 12A:2-715 Buyer's incidental and consequential damages
    (1) Incidental damages resulting from the seller's breach include expenses reasonably incurred in inspection, receipt, transportation and care and custody of goods rightfully rejected, any...
  • New Jersey Statutes 12A:2-716 Buyer's right to specific performance or replevin
    12A:2-716. Buyer's Right to Specific Performance or Replevin.      (1)     Specific performance may be decreed where the goods are unique or in other...
  • New Jersey Statutes 12A:2-717 Deduction of damages from the price
    The buyer on notifying the seller of his intention to do so may deduct all or any part of the damages resulting from any breach...
  • New Jersey Statutes 12A:2-718 Liquidation or limitation of damages; deposits
    (1) Damages for breach by either party may be liquidated in the agreement but only at an amount which is reasonable in the light of...
  • New Jersey Statutes 12A:2-719 Contractual modification or limitation of remedy
    (1) Subject to the provisions of subsections (2) and (3) of this section and of the preceding section on liquidation and limitation of damages, (a)...
  • New Jersey Statutes 12A:2-720 Effect of "cancellation" or "rescission" on claims for antecedent breach
    Unless the contrary intention clearly appears, expressions of "cancellation" or "rescission" of the contract or the like shall not be construed as a renunciation or...
  • New Jersey Statutes 12A:2-721 Remedies for fraud
    Remedies for material misrepresentation or fraud include all remedies available under this Chapter for non-fraudulent breach. Neither rescission or a claim for rescission of the...
  • New Jersey Statutes 12A:2-722 Who can sue third parties for injury to goods
    Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party...
  • New Jersey Statutes 12A:2-723 Proof of market price: time and place
    (1) If an action based on anticipatory repudiation comes to trial before the time for performance with respect to some or all of the goods,...
  • New Jersey Statutes 12A:2-724 Admissibility of market quotations
    Whenever the prevailing price or value of any goods regularly bought and sold in any established commodity market is in issue, reports in official publications...
  • New Jersey Statutes 12A:2-725 Statute of limitations in contracts for sale
    (1) An action for breach of any contract for sale must be commenced within four years after the cause of action has accrued. By the...
  • New Jersey Statutes 12A:2A-101 Short title
    12A:2A-101. Short title. This chapter shall be known and may be cited as the "Uniform Commercial Code - Leases." L.1994,c.114,s.1.
  • New Jersey Statutes 12A:2A-102 Scope
    12A:2A-102. Scope. This chapter applies to any transaction, regardless of form, that creates a lease. L.1994,c.114,s.1.
  • New Jersey Statutes 12A:2A-103 Definitions and index of definitions.
    12A:2A-103. Definitions and index of definitions.      (1)     In this chapter unless the context otherwise requires:      (a)     "Buyer in ordinary...
  • New Jersey Statutes 12A:2A-104 Leases subject to other law
    12A:2A-104. Leases subject to other law. (1) A lease, although subject to this chapter, is also subject to any applicable: (a) certificate of title statute...
  • New Jersey Statutes 12A:2A-105 Territorial application of chapter to goods covered by certificate of title
    12A:2A-105. Territorial application of chapter to goods covered by certificate of title. Subject to the provisions of sections 12A:2A-304(3) and 12A:2A-305(3), with respect to goods...
  • New Jersey Statutes 12A:2A-106 Limitation on power of parties to consumer lease to choose applicable law and judicial forum
    12A:2A-106. Limitation on power of parties to consumer lease to choose applicable law and judicial forum. (1) If the law chosen by the parties to...
  • New Jersey Statutes 12A:2A-107 Waiver or renunciation of claim or right after default
    12A:2A-107. Waiver or renunciation of claim or right after default. Any claim or right arising out of an alleged default or breach of warranty may...
  • New Jersey Statutes 12A:2A-108 Unconscionability
    12A:2A-108. Unconscionability. (1) If the court as a matter of law finds a lease contract or any clause of a lease contract to have been...
  • New Jersey Statutes 12A:2A-109 Option to accelerate at will
    12A:2A-109. Option to accelerate at will. (1) A term providing that one party or the party's successor in interest may accelerate payment or performance or...
  • New Jersey Statutes 12A:2A-201 Statute of frauds
    12A:2A-201. Statute of frauds. (1) A lease contract is not enforceable by way of action or defense unless: (a) the total payments to be made...
  • New Jersey Statutes 12A:2A-202 Final written expression: parol or extrinsic evidence
    12A:2A-202. Final written expression: parol or extrinsic evidence. Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set...
  • New Jersey Statutes 12A:2A-203 Seals inoperative
    12A:2A-203. Seals inoperative. The affixing of a seal to a writing evidencing a lease contract or an offer to enter into a lease contract does...
  • New Jersey Statutes 12A:2A-204 Formation in general
    12A:2A-204. Formation in general. (1) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes...
  • New Jersey Statutes 12A:2A-205 Firm offers
    12A:2A-205. Firm offers. An offer by a merchant to lease goods to or from another person in a signed writing that by its terms gives...
  • New Jersey Statutes 12A:2A-206 Offer and acceptance in formation of lease contract
    12A:2A-206. Offer and acceptance in formation of lease contract. (1) Unless otherwise unambiguously indicated by the language or circumstances, an offer to make a lease...
  • New Jersey Statutes 12A:2A-207 Course of performance or practical construction
    12A:2A-207. Course of performance or practical construction. (1) If a lease contract involves repeated occasions for performance by either party with knowledge of the nature...
  • New Jersey Statutes 12A:2A-208 Modification, rescission and waiver
    12A:2A-208. Modification, rescission and waiver. (1) An agreement modifying a lease contract needs no consideration to be binding. (2) A signed lease agreement that excludes...
  • New Jersey Statutes 12A:2A-209 Lessee under finance lease as beneficiary of supply contract
    Error The remote procedure call failed.
  • New Jersey Statutes 12A:2A-210 Express warranties
    12A:2A-210. Express warranties. (1) Express warranties by the lessor are created as follows: (a) Any affirmation of fact or promise made by the lessor to...
  • New Jersey Statutes 12A:2A-211 Warranties against interference and against infringement; lessee's obligation against infringement
    12A:2A-211. Warranties against interference and against infringement; lessee's obligation against infringement. (1) There is in a lease contract a warranty that for the lease term...
  • New Jersey Statutes 12A:2A-212 Implied warranty of merchantability
    12A:2A-212. Implied warranty of merchantability. (1) Except in a finance lease, a warranty that the goods will be merchantable is implied in a lease contract...
  • New Jersey Statutes 12A:2A-213 Implied warranty of fitness for particular purpose
    12A:2A-213. Implied warranty of fitness for particular purpose. Except in a finance lease, if the lessor at the time the lease contract is made has...
  • New Jersey Statutes 12A:2A-214 Exclusion or modification of warranties
    12A:2A-214. Exclusion or modification of warranties. (1) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate...
  • New Jersey Statutes 12A:2A-215 Cumulation and conflict of warranties express or implied
    12A:2A-215. Cumulation and conflict of warranties express or implied. Warranties, whether express or implied, must be construed as consistent with each other and as cumulative,...
  • New Jersey Statutes 12A:2A-216 Third-party beneficiaries of express and implied warranties
    12A:2A-216. Third-party beneficiaries of express and implied warranties. A warranty to or for the benefit of a lessee under this chapter, whether express or implied,...
  • New Jersey Statutes 12A:2A-217 Identification
    12A:2A-217. Identification. Identification of goods as goods to which a lease contract refers may be made at any time and in any manner explicitly agreed...
  • New Jersey Statutes 12A:2A-218 Insurance and proceeds
    12A:2A-218. Insurance and proceeds. (1) A lessee obtains an insurable interest when existing goods are identified to the lease contract even though the goods identified...
  • New Jersey Statutes 12A:2A-219 Risk of loss
    12A:2A-219. Risk of loss. (1) Except in the case of a finance lease, risk of loss is retained by the lessor and does not pass...
  • New Jersey Statutes 12A:2A-220 Effect of default on risk of loss
    12A:2A-220. Effect of default on risk of loss. (1) Where risk of loss is to pass to the lessee and the time of passage is...
  • New Jersey Statutes 12A:2A-221 Casualty to identified goods
    12A:2A-221. Casualty to identified goods. If a lease contract requires goods identified when the lease contract is made, and the goods suffer casualty without fault...
  • New Jersey Statutes 12A:2A-301 Enforceability of lease contract
    12A:2A-301. Enforceability of lease contract. Except as otherwise provided in this chapter, a lease contract is effective and enforceable according to its terms between the...
  • New Jersey Statutes 12A:2A-302 Title to and possession of goods
    12A:2A-302. Title to and possession of goods. Except as otherwise provided in this chapter, each provision of this chapter applies whether the lessor or a...
  • New Jersey Statutes 12A:2A-303 Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights
    12A:2A-303. Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights.      (1)   ...
  • New Jersey Statutes 12A:2A-304 Subsequent lease of goods by lessor
    12A:2A-304. Subsequent lease of goods by lessor. (1) Subject to 12A:2A-303, a subsequent lessee from a lessor of goods under an existing lease contract obtains,...
  • New Jersey Statutes 12A:2A-305 Sale or sublease of goods by lessee
    12A:2A-305. Sale or sublease of goods by lessee. (1) Subject to the provisions of 12A:2A-303, a buyer or sublessee from the lessee of goods under...
  • New Jersey Statutes 12A:2A-306 Priority of certain liens arising by operation of law
    12A:2A-306. Priority of certain liens arising by operation of law. If a person in the ordinary course of the person's business furnishes services or materials...
  • New Jersey Statutes 12A:2A-307 Priority of liens arising by attachment or levy on, security interests in, and other claims to goods.
    12A:2A-307. Priority of liens arising by attachment or levy on, security interests in, and other claims to goods.      (1)     Except as otherwise...
  • New Jersey Statutes 12A:2A-308 Special rights of creditors
    12A:2A-308. Special rights of creditors. (1) A creditor of a lessor in possession of goods subject to a lease contract may treat the lease contract...
  • New Jersey Statutes 12A:2A-309 Lessor's and lessee's rights when goods become fixtures
    12A:2A-309. Lessor's and lessee's rights when goods become fixtures.      (1)     In this section:      (a)     goods are "fixtures" when they...
  • New Jersey Statutes 12A:2A-310 Lessor's and lessee's rights when goods become accessions
    12A:2A-310. Lessor's and lessee's rights when goods become accessions. (1) Goods are "accessions" when they are installed in or affixed to other goods. (2) The...
  • New Jersey Statutes 12A:2A-311 Priority subject to subordination
    12A:2A-311. Priority subject to subordination. Nothing in this chapter prevents subordination by agreement by any person entitled to priority. L.1994,c.114,s.1.
  • New Jersey Statutes 12A:2A-401 Insecurity: adequate assurance of performance
    12A:2A-401. Insecurity: adequate assurance of performance. (1) A lease contract imposes an obligation on each party that the other's expectation of receiving due performance will...
  • New Jersey Statutes 12A:2A-402 Anticipatory repudiation
    12A:2A-402. Anticipatory repudiation. If either party repudiates a lease contract with respect to a performance not yet due under the lease contract, the loss of...
  • New Jersey Statutes 12A:2A-403 Retraction of anticipatory repudiation
    12A:2A-403. Retraction of anticipatory repudiation. (1) Until the repudiating party's next performance is due, the repudiating party can retract the repudiation unless, since the repudiation,...
  • New Jersey Statutes 12A:2A-404 Substituted performance
    12A:2A-404. Substituted performance. (1) If without fault of the lessee, the lessor and the supplier, the agreed berthing, loading, or unloading facilities fail or the...
  • New Jersey Statutes 12A:2A-405 Excused performance
    12A:2A-405. Excused performance. Subject to 12A:2A-404 on substituted performance, the following rules apply: (1) Delay in delivery or nondelivery in whole or in part by...
  • New Jersey Statutes 12A:2A-406 Procedure on excused performance
    12A:2A-406. Procedure on excused performance. (1) If the lessee receives notification of a material or indefinite delay or an allocation justified under 12A:2A-405, the lessee...
  • New Jersey Statutes 12A:2A-407 Irrevocable promises: finance leases
    12A:2A-407. Irrevocable promises: finance leases. (1) In the case of a finance lease that is not a consumer lease the lessee's promises under the lease...
  • New Jersey Statutes 12A:2A-501 Default: procedure
    12A:2A-501. Default: procedure. (1) Whether the lessor or the lessee is in default under a lease contract is determined by the lease agreement and this...
  • New Jersey Statutes 12A:2A-502 Notice after default
    12A:2A-502. Notice after default. Except as otherwise provided in this chapter or the lease agreement, the lessor or lessee in default under the lease contract...
  • New Jersey Statutes 12A:2A-503 Modification or impairment of rights and remedies
    12A:2A-503. Modification or impairment of rights and remedies. (1) Except as otherwise provided in this chapter, the lease agreement may include rights and remedies for...
  • New Jersey Statutes 12A:2A-504 Liquidation of damages
    12A:2A-504. Liquidation of damages. (1) Damages payable by either party for default, or any other act or omission, including indemnity for loss or diminution of...
  • New Jersey Statutes 12A:2A-505 Cancellation and termination and effect of cancellation, termination, rescission, or fraud on rights and remedies
    12A:2A-505. Cancellation and termination and effect of cancellation, termination, rescission, or fraud on rights and remedies. (1) On cancellation of the lease contract, all obligations...
  • New Jersey Statutes 12A:2A-506 Statute of limitations
    12A:2A-506. Statute of limitations. (1) An action for default under a lease contract, including breach of warranty or indemnity, shall be commenced within 4 years...
  • New Jersey Statutes 12A:2A-507 Proof of market rent: time and place
    12A:2A-507. Proof of market rent: time and place. (1) Damages based on market rent (12A:2A-519 or 12A:2A-528) are determined according to the rent for the...
  • New Jersey Statutes 12A:2A-508 Lessee's remedies
    12A:2A-508. Lessee's remedies. (1) If a lessor fails to deliver the goods in conformity to the lease contract (12A:2A-509) or repudiates the lease contract (12A:2A-402),...
  • New Jersey Statutes 12A:2A-509 Lessee's rights on improper delivery; rightful rejection
    12A:2A-509. Lessee's rights on improper delivery; rightful rejection. (1) Subject to the provisions of 12A:2A-510 on default in installment lease contracts, if the goods or...
  • New Jersey Statutes 12A:2A-510 Installment lease contracts: rejection and default
    12A:2A-510. Installment lease contracts: rejection and default. (1) Under an installment lease contract a lessee may reject any delivery that is nonconforming if the nonconformity...
  • New Jersey Statutes 12A:2A-511 Merchant lessee's duties as to rightfully rejected goods
    12A:2A-511. Merchant lessee's duties as to rightfully rejected goods. (1) Subject to any security interest of a lessee (12A:2A-508(5)), if a lessor or a supplier...
  • New Jersey Statutes 12A:2A-512 Lessee's duties as to rightfully rejected goods
    12A:2A-512. Lessee's duties as to rightfully rejected goods. (1) Except as otherwise provided with respect to goods that threaten to decline in value speedily (12A:2A-511)...
  • New Jersey Statutes 12A:2A-513 Cure by lessor of improper tender or delivery; replacement
    12A:2A-513. Cure by lessor of improper tender or delivery; replacement. (1) If any tender or delivery by the lessor or the supplier is rejected because...
  • New Jersey Statutes 12A:2A-514 Waiver of lessee's objections.
    12A:2A-514. Waiver of lessee's objections.      (1)     In rejecting goods, a lessee's failure to state a particular defect that is ascertainable by reasonable...
  • New Jersey Statutes 12A:2A-515 Acceptance of goods
    12A:2A-515. Acceptance of goods. (1) Acceptance of goods occurs after the lessee has had a reasonable opportunity to inspect the goods and (a) the lessee...
  • New Jersey Statutes 12A:2A-516 Effect of acceptance of goods; notice of default; burden of establishing default after acceptance; notice of claim or litigation to person answerable over
    12A:2A-516. Effect of acceptance of goods; notice of default; burden of establishing default after acceptance; notice of claim or litigation to person answerable over. (1)...
  • New Jersey Statutes 12A:2A-517 Revocation of acceptance of goods
    12A:2A-517. Revocation of acceptance of goods. (1) A lessee may revoke acceptance of a lot or commercial unit whose nonconformity substantially impairs its value to...
  • New Jersey Statutes 12A:2A-518 Cover; substitute goods
    12A:2A-518. Cover; substitute goods. (1) After a default by a lessor under the lease contract of the type described in 12A:2A-508(1), or, if agreed, after...
  • New Jersey Statutes 12A:2A-519 Lessee's damages for non-delivery, repudiation, default, and breach of warranty in regard to accepted goods
    12A:2A-519. Lessee's damages for non-delivery, repudiation, default, and breach of warranty in regard to accepted goods. (1) Except as otherwise provided with respect to damages...
  • New Jersey Statutes 12A:2A-520 Lessee's incidental and consequential damages
    12A:2A-520. Lessee's incidental and consequential damages. (1) Incidental damages resulting from a lessor's default include expenses reasonably incurred in inspection, receipt, transportation, and care and...
  • New Jersey Statutes 12A:2A-521 Lessee's right to specific performance or replevin
    12A:2A-521. Lessee's right to specific performance or replevin. (1) Specific performance may be decreed if the goods are unique or in other proper circumstances. (2)...
  • New Jersey Statutes 12A:2A-522 Lessee's right to goods on lessor's insolvency
    12A:2A-522. Lessee's right to goods on lessor's insolvency. (1) Subject to subsection (2) and even though the goods have not been shipped, a lessee who...
  • New Jersey Statutes 12A:2A-523 Lessor's remedies
    12A:2A-523. Lessor's remedies. (1) If a lessee wrongfully rejects or revokes acceptance of goods or fails to make a payment when due or repudiates with...
  • New Jersey Statutes 12A:2A-524 Lessor's right to identify goods to lease contract
    12A:2A-524. Lessor's right to identify goods to lease contract. (1) After default by the lessee under the lease contract of the type described in 12A:2A-523(1)...
  • New Jersey Statutes 12A:2A-525 Lessor's right to possession of goods
    12A:2A-525. Lessor's right to possession of goods. (1) If a lessor discovers the lessee to be insolvent, the lessor may refuse to deliver the goods....
  • New Jersey Statutes 12A:2A-526 Lessor's stoppage of delivery in transit or otherwise.
    12A:2A-526. Lessor's stoppage of delivery in transit or otherwise.      (1)     A lessor may stop delivery of goods in the possession of a...
  • New Jersey Statutes 12A:2A-527 Lessor's rights to dispose of goods
    12A:2A-527. Lessor's rights to dispose of goods. (1) After a default by a lessee under the lease contract of the type described in 12A:2A-523(1) or...
  • New Jersey Statutes 12A:2A-528 Lessor's damages for nonacceptance, failure to pay, repudiation, or other default
    12A:2A-528. Lessor's damages for nonacceptance, failure to pay, repudiation, or other default. (1) Except as otherwise provided with respect to damages liquidated in the lease...
  • New Jersey Statutes 12A:2A-529 Lessor's action for the rent
    12A:2A-529. Lessor's action for the rent. (1) After default by the lessee under the lease contract of the type described in 12A:2A-523(1) or 12A:2A-523(3)(a) or,...
  • New Jersey Statutes 12A:2A-530 Lessor's incidental damages
    12A:2A-530. Lessor's incidental damages. Incidental damages to an aggrieved lessor include any commercially reasonable charges, expenses, or commissions incurred in stopping delivery, in the transportation,...
  • New Jersey Statutes 12A:2A-531 Standing to sue third parties for injury to goods
    12A:2A-531. Standing to sue third parties for injury to goods. (1) If a third party so deals with goods that have been identified to a...
  • New Jersey Statutes 12A:2A-532 Lessor's rights to residual interest
    12A:2A-532. Lessor's rights to residual interest. In addition to any other recovery permitted by this chapter or other law, the lessor may recover from the...
  • New Jersey Statutes 12A:3-101 Short title
    This chapter may be cited as Uniform Commercial Code -- Negotiable Instruments. L.1995,c.28,s.1.
  • New Jersey Statutes 12A:3-102 Subject matter
    a. This chapter applies to negotiable instruments. It does not apply to money, to payment orders governed by chapter 4A, or to securities governed by...
  • New Jersey Statutes 12A:3-103 Definitions
    a. As used in this chapter: (1) "Acceptor" means a drawee who has accepted a draft. (2) "Drawee" means a person ordered in a draft...
  • New Jersey Statutes 12A:3-104 Negotiable instrument
    a. Except as provided in subsections c. and d. of this section, "negotiable instrument" means an unconditional promise or order to pay a fixed amount...
  • New Jersey Statutes 12A:3-105 Issue of instrument
    a. "Issue" means the first delivery of an instrument by the maker or drawer, whether to a holder or nonholder, for the purpose of giving...

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Last modified: September 3, 2013