Okla. Stat. tit. 12A § 2-607

Current through Laws 2024, c. 378.

Section 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 accepted and if made with knowledge of a nonconformity cannot be revoked because of it unless the acceptance was on the reasonable assumption that the nonconformity would be seasonably cured but acceptance does not of itself impair any other remedy provided by this article for nonconformity.

(3) Where a tender has been accepted

(a) the buyer must within a reasonable time after he discovers or should have discovered any breach notify the seller of breach or be barred from any remedy; and

(b) if the claim is one for infringement or the like (subsection (3) of Section 2-312) and the buyer is sued as a result of such a breach he must so notify the seller within a reasonable time after he receives notice of the litigation or be barred from any remedy over for liability established by the litigation.

(4) The burden is on the buyer to establish any breach with respect to the goods accepted.

(5) Where the buyer is sued for breach of a warranty or other obligation for which his seller is answerable over

(a) he may give his seller written notice of the litigation. If the notice states that the seller may come in and defend and that if the seller does not do so he will be bound in any action against him by his buyer by any determination of fact common to the two litigations, then unless the seller after seasonable receipt of the notice does come in and defend he is so bound.

(b) if the claim is one for infringement or the like (subsection (3) of Section 2-312) the original seller may demand in writing that his buyer turn over to him control of the litigation including settlement or else be barred from any remedy over and if he also agrees to bear all expense and to satisfy any adverse judgment, then unless the buyer after seasonable receipt of the demand does turn over control the buyer is so barred.

(6) The provisions of subsections (3), (4) and (5) apply to any obligation of a buyer to hold the seller harmless against infringement or the like (subsection (3) (b) of Section 2-312).

Okla. Stat. tit. 12A, § 2-607

Laws 1961 p. 93, § 2-607.

Oklahoma Code Comment

(1) Previous Oklahoma law is in accord. See decisions cited at Section 2-606 above.

(2) The Commercial Code makes a distinction between "rejection", and "revocation of acceptance." Rejection must be made at the time of discovery of the defects. Retention thereafter constitutes an acceptance, and the appropriate remedy is revocation of acceptance. Under this section, revocation is permissible only:

(a) if acceptance is made without knowledge of the defects. Since retention of the goods does not constitute an acceptance until there is a reasonable opportunity to inspect the goods, the only opportunity for the application of this rule will be in cases in which the buyer inspects the goods, finds them apparently in good order, and gives a written acceptance, but thereafter a latent defect develops which would not have been discovered earlier by exercise of diligence Revocation of acceptance is permitted.

(b) if acceptance is procured by the seller's promise to cure the defect. Previous Oklahoma law is in accord. Rudolph Wurlitzer Co. v. Allred, 120 Okl. 3, 249 P. 724 (1926); Emerson-Brantingham Implement Co. v. Ware, 71 Okl. 19, 174 P. 1066 (1918).

(4) Previous Oklahoma law is in accord. Western Silo Co. v. Cousins, 76 Okl. 154, 184 P. 92 (1919).

(5) and (6) This is new law. There are no comparable previous Oklahoma statutes or decisions.