Okla. Stat. tit. 12A § 2-725

Current through Laws 2024, c. 9.

Section 2-725 - Statute of Limitations in Contracts for Sale

(1) An action for breach of any contract for sale must be commenced within five (5) years after the cause of action has accrued. By the original agreement the parties may reduce the period of limitation to not less than one (1) year but may not extend it.

(2) A cause of action accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge of the breach. A breach of warranty occurs when tender of delivery is made, except that where a warranty explicitly extends to future performance of the goods and discovery of the breach must await the time of such performance the cause of action accrues when the breach is or should have been discovered.

(3) Where an action commenced within the time limited by subsection (1) is so terminated as to leave available a remedy by another action for the same breach such other action may be commenced after the expiration of the time limited and within one (1) year after the termination of the first action unless the termination resulted from voluntary discontinuance or from dismissal for failure or neglect to prosecute.

(4) This section does not alter the law on tolling of the statute of limitations nor does it apply to causes of action which have accrued before this act becomes effective.

Okla. Stat. tit. 12A, § 2-725

Laws 1961, p. 101, § 2-725.

Oklahoma Code Comment

(1) This changes the Oklahoma law. 12 O.S. § 95 provides a limitation of five years on a contract in writing, and three years on an oral contract.

15 O.S. § 216, reads: "Every stipulation or condition in a contract, by which any party thereto is restricted from enforcing his rights under the contract by the usual legal proceedings in the ordinary tribunals, or which limits the time within which he may thus enforce his rights, is void." 12 O.S. § 95 and 15 O.S. §216 are undoubtedly superseded by this section to the extent that they are inconsistent.

Oklahoma increased the period of limitations from four years, as in the official text of the Uniform Commercial Code, to five years.

(2) Although there is a dearth of authority on contracts of sale, this is generally in accord with previous Oklahoma law. See "Contracts: Accrual of Cause of Action," 12 Okla.Law Rev. 407.

(3) This section is generally consistent with 12 O.S. § 100. Oklahoma increased the period within which a new action may be commenced from six months, as in the official text of the Uniform Commercial Code, to one year. This makes the provision herein consistent with the provision of 12 O.S. § 100.

(4) This is self-explanatory.