N.Y. U.C.C. 2-616

Section 2--616. Procedure on Notice Claiming Excuse.\n (1) Where the buyer receives notification of a material or indefinite\ndelay or an allocation justified under the preceding section he may by\nwritten notification to the seller as to any delivery concerned, and\nwhere the prospective deficiency substantially impairs the value of the\nwhole contract under the provisions of this Article relating to breach\nof installment contracts (Section 2--612), then also as to the whole,\n (a) terminate and thereby discharge any unexecuted portion of the\n contract; or\n (b) modify the contract by agreeing to take his available quota\n in substitution.\n (2) If after receipt of such notification from the seller the buyer\nfails so to modify the contract within a reasonable time not exceeding\nthirty days the contract lapses with respect to any deliveries affected.\n (3) The provisions of this section may not be negated by agreement\nexcept in so far as the seller has assumed a greater obligation under\nthe preceding section.\n