Chapter 22 - Remedies for breach of sales contracts. In this chapter, you will learn: Discuss meaning of liquidated damages and cover, and when UCC allows enforcement; list and describe UCC remedies for an injured buyer or seller; describe damages available to injured buyer, including specific performance. | Copyright © 2013 by The McGraw-Hill Companies, Inc. All rights reserved. McGraw-Hill/Irwin 4 Formation and Terms of Sales Contracts Product Liability Performance of Sales Contracts Remedies for Breach of Sales Contracts Sales P A R T Remedies for Breach of Sales Contracts P A E T R H C 22 Every great mistake has a halfway moment, a split second when it can be recalled and perhaps remedied. Pearl S. Buck, novelist What America Means to Me (1943) Learning Objectives Discuss meaning of liquidated damages and cover, and when UCC allows enforcement List and describe UCC remedies for an injured buyer or seller Describe damages available to injured buyer, including specific performance Parties may agree to remedies in the contract Agreed remedy applied in the event of a breach of contract to reduce risk Example: “If delivery is not made by September 1, Seller will pay Buyer $1,000 as liquidated damages.” Agreements as to Remedies In a liquidated damages clause, parties agree on the | Copyright © 2013 by The McGraw-Hill Companies, Inc. All rights reserved. McGraw-Hill/Irwin 4 Formation and Terms of Sales Contracts Product Liability Performance of Sales Contracts Remedies for Breach of Sales Contracts Sales P A R T Remedies for Breach of Sales Contracts P A E T R H C 22 Every great mistake has a halfway moment, a split second when it can be recalled and perhaps remedied. Pearl S. Buck, novelist What America Means to Me (1943) Learning Objectives Discuss meaning of liquidated damages and cover, and when UCC allows enforcement List and describe UCC remedies for an injured buyer or seller Describe damages available to injured buyer, including specific performance Parties may agree to remedies in the contract Agreed remedy applied in the event of a breach of contract to reduce risk Example: “If delivery is not made by September 1, Seller will pay Buyer $1,000 as liquidated damages.” Agreements as to Remedies In a liquidated damages clause, parties agree on the amount of damages to be paid to the injured party Enforced if reasonable amount and actual damages would be difficult to prove Example: Baker v. International Record Syndicate, Inc. If not enforceable because amount is a penalty or unconscionable, injured party may recover the actual damages suffered Liquidated Damages In Baker v. International Record Syndicate, Inc., the court enforced a liquidated damages clause in a contract. In this case, the decision was easy since a provision in the contract stated: “[r]eimbursement for loss or damage shall be determined by a photograph’s reasonable value which shall be no less than $1,500 per transparency.” The court stated: “The evidence clearly shows that photographs are unique items with many factors bearing on their actual value. Each of the 34 chromes may have had a different value. Proof of this loss is difficult; where damages are real but difficult to prove, injustice will be done the injured party if the court substitutes the .
