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UCC 2 609 (Overview: Right To Adequate Assurance of Performance)

What is UCC 2 609?

Can a party demand adequate assurance of performance?

How does it work?

Keep reading as I have gathered exactly the information that you need!

Let me explain to you what Section 2 609 UCC entails!

Are you ready?

Let’s get started!

What Is UCC 2 609

UCC 2 609 refers to Section 2 609 of the Uniform Commercial Code titled “Right to Adequate Assurance of Performance”.

In essence, § 2-609 UCC states that contracting parties in a contract of sale should expect that the other party executes its obligations.

If the due performance is impaired, then a party may request assurance of adequate performance.

Let’s see what are the rights and obligations are outlined in the Uniform Commercial Code section 2 609.

UCC 2 609 Overview

Section 2 609 UCC is composed of four paragraphs relating to the right to adequate assurance of performance.

Let’s look at each of them for a better understanding.

Section 2 609(1): Receiving Due Performance

Section 2 609(1) states that a contracting party’s expectation of receiving due performance must not be impaired in a contract for sale.

Should a contracting party have grounds to believe that there’s insecurity that the other party will perform its obligations, that party may demand in writing assurances of due performance.

Until the assurance of performance is not given, the party may suspend the performance of any obligations to the extent it has not received the agreed return.

Section 2 609(2): Commercial Standards

Should the ground of insecurity be found between merchants, the reasonableness of the grounds will be determined in accordance with commercial standards.

Section 2 609(3): Improper Delivery

When a party accepts an improper delivery or makes a payment towards an improper delivery, the party shall have the right to demand assurances for adequate performance for future performance.

In other words, the mere fact that a party accepted an improper delivery does not mean that the party accepts to receive improper delivery in the future.

Section 2 609(4): Contract Repudiation

When a party receives a justified demand for assurance of performance and the other party fails to respond within 30 days, the contract is repudiated.

UCC 2-609 Takeaways 

So there you have it folks!

What does Section 609 2 of the Uniform Commercial Code relate to?

Essentially, UCC 2 609 states that a contract for sale requires that each party expect that the other party provide due performance and such performance must not be impaired.

If the performance is impaired or there are grounds for insecurity, a party may demand in writing that the other party provide adequate assurance that it will perform its obligations.

In the event the other party does not respond to the written demand within 30 days and does not provide such assurance of performance, the contract will be repudiated.

I hope that I was able to provide you with the essential explanations so you know how UCC 2-609 works.

Remember, if you have a legal matter to deal with or you need legal advice on Section 2 609 UCC, you should consult a qualified attorney as this article is intended for general knowledge and consumption.

Good luck!

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Now, let’s look at a summary of our findings.

Understanding UCC 2 609

  • Under a contract for sale, the contracting parties are required to execute their obligations and can expect to receive due performance by the other party
  • If a party believes that the other party may not execute its obligations, it can demand the assurance of due performance
  • The demanding party may suspend the performance of its obligations to the extent it has not already received the agreed return of performance
  • If the other party fails to provide adequate assurances of performance within thirty days from the receipt of a demand, the contract is repudiated 
Accord and satisfaction
Adequate assurance 
All rights reserved 
Anticipatory repudiation 
Breach of contract
Compromise agreement
Contract for sale 
Contract of adhesion 
Demand letter 
Dismissed with prejudice
Executory contract
Express contract 
Frustration of purpose 
Ground for insecurity 
Implied contract 
Meeting of the minds 
Reasonableness test
Release and discharge 
Substantial impairment 
Substitute contract
Termination for cause
Termination for convenience 
Termination with prejudice 
Unclean hands 
Under protest 
What is UCC 2
Without prejudice 
Voluntary dismissal
Author
UCC 1-103 (construction of the UCC)
UCC 1-201 (general definitions)
UCC 1-207 (changed to UCC 1-308)
UCC 1-308 (performance or acceptance under reservation of rights)
UCC 2-202 (final written expression)
UCC 2-204 (formation in general)
UCC 2-206 (offer and acceptance in formation of a contract)
UCC 2-207 (additional terms in acceptance or confirmation)
UCC 2-314 (implied warranty)
UCC 2-403 (power of transfer, good faith purchase of goods)
UCC 2-508 (cure by seller of improper tender or delivery)
UCC 2-601 (buyer’s rights on improper delivery)
UCC 2-612 (installment contract, breach)
UCC 9-102 (definitions and index)
UCC 9-109 (scope, secured transactions)
UCC 9-203 (attachment and enforceability of security interest)
UCC 9-312 (perfection of security in document)
UCC 9-313 (possession by or delivery to secured party)
UCC 9-315 (secured party’s rights in disposition of collateral)
UCC 9-316 (effect of change in governing law)
UCC 9-320 (buyer of goods)
UCC 9-322 (priorities among conflicting security interests)
UCC Article 1 (general provisions)
UCC Article 2 (sales)
UCC Article 3 (negotiable instruments)
UCC Article 9 (secured transactions)
Author
Editorial Staff
Hello Nation! I'm a lawyer by trade and an entrepreneur by spirit. I specialize in law, business, marketing, and technology (and love it!). I'm an expert SEO and content marketer where I deeply enjoy writing content in highly competitive fields. On this blog, I share my experiences, knowledge, and provide you with golden nuggets of useful information. Enjoy!

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