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Tenn. Code Ann. § 47-2-311

Options and cooperation respecting performance

Known as the Uniform Commercial Code

The act spans §§ 47–47 (578 sections).

Applied in 1 court decision — leading case Precise Tool & Gage Co. v. Multiform Desiccants, Inc. (In Re Precise Tool & Gage Co.) (1984)

Most recently applied in Precise Tool & Gage Co. v. Multiform Desiccants, Inc. (In Re Precise Tool & Gage Co.) (June 1984)

Acts 1963, ch. 81, § 1 (2-311

(1) An agreement for sale which is otherwise sufficiently definite (§ 47-2-204(3)) to be a contract is not made invalid by the fact that it leaves particulars of performance to be specified by one (1) of the parties. Any such specification must be made in good faith and within limits set by commercial reasonableness.

(2) Unless otherwise agreed specifications relating to assortment of the goods are at the buyer's option and except as otherwise provided in § 47-2-319(1)(c) and (3) specifications or arrangements relating to shipment are at the seller's option.

(3) Where such specification would materially affect the other party's performance but is not seasonably made or where one (1) party's cooperation is necessary to the agreed performance of the other but is not seasonably forthcoming, the other party in addition to all other remedies:

(4) is excused for any resulting delay in his own performance; and

(5) may also either proceed to perform in any reasonable manner or after the time for a material part of his own performance treat the failure to specify or to cooperate as a breach by failure to deliver or accept the goods.

Current official text: Tennessee Code (LexisNexis). Digitized from the UniCourt Code Improvement Commission public-domain capture. Reproduced from public-domain Tennessee statutes; confirm against the official source for the current text. Not legal advice.