Okla. Stat. tit. 12A § 2-614

Current through Laws 2024, c. 378.

Section 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 agreed manner of delivery otherwise becomes commercially impracticable but a commercially reasonable substitute is available, such substitute performance must be tendered and accepted.

(2) If the agreed means or manner of payment fails because of domestic or foreign governmental regulation, the seller may withhold or stop delivery unless the buyer provides a means or manner of payment which is commercially a substantial equivalent. If delivery has already been taken, payment by the means or in the manner provided by the regulation discharges the buyer's obligation unless the regulation is discriminatory, oppressive or predatory.

Okla. Stat. tit. 12A, § 2-614

Laws 1961, p. 95, § 2-614.

Oklahoma Code Comment

(1) This section undoubtedly changes Oklahoma law. There are no previous Oklahoma cases however, on the precise point of substituted means of transportation.

A number of early decisions of other jurisdictions held that the parties were bound by the terms of their contract, and that substitution of one means of transportation for another was not permitted. In Filley v. Pope, 6 S.Ct. 19, 115 U.S. 213, 29 L.Ed. 372 (Mo.1885), the U. S. Supreme Court held that shipment from port "A", instead of port "B" as provided by the contract, was a sufficient breach to permit rejection by the buyer, even though the goods conformed to the terms of the agreement, arrived within the time specified, and in good condition, and the only reason for rejection was that the price of the goods had declined. Several later cases, however, retracted from the strict view, and permitted substitution. Harrison v. Fortlage, 16 S.Ct. 488, 161 U.S. 57, 40 L.Ed. 616 (Pa.1894).

Oklahoma has previously been very strict in holding that the parties are bound by the terms of the agreement. See Morrison v. W. L. Green Commission Co., 61 Okl. 287, 161 P. 218 (1916). In Fulton Bag & Cotton Mills v. Liberty Cotton Oil Co., 91 Okl. 174, 216 P. 930 (1923), the court, in holding that the failure to ship on the contract date was a breach of condition precedent, quoted from Filley v. Pope at length with approval.

(2) There have been no previous Oklahoma decisions in point.