MODULE 24 SALES 169

4. Seller may recover goods received by an insolvent buyer if demand is made within ten days of
re-
ceipt
(1) However, if the buyer has made a written misrepresentation of solvency within three months
before delivery, this ten-day limitation does not apply
(2) If buyer is insolvent, seller may demand cash to make delivery
,
5. Seller may recover damages
(1) If buyer repudiates agreement or refuses goods, seller may recover the difference between
market price at time of tender and contract price, plus incidental damages, minus
expenses
saved due to buyer's breach
(2) If the measure of damages stated above in (1) is inadequate to place the seller in as good a
position as performance would have, then the seller can sue for the lost profits, plus
incidental
damages, less expenses saved due to the buyer's breach
(a) Loss profits are consequential damages and as such are recoverable when foreseeable by
breaching party
(3) The seller can recover the full contract price when
(a) The buyer has already accepted the goods
(b) Conforming goods have been destroyed after the risk of loss had transferred to buyer
(c) The seller is unable to resell the identified goods
6. Under Uniform Computer Information Transactions Act (UCIT A), licensor of its software
has
special self-help remedies available to protect its software, the right to be paid for usage, or its
trade secrets.
(1) Licensor may use bugs, etc., that disable that software from further misuse if certain require-
ments are met
(a) Licensee must have specifically agreed to that self-help remedy
(b) Licensor must give licensee at least fifteen days notice before using that remedy as well as
who licensee can contact about any questions
(c) Licensor is not permitted to use this remedy if there is a significant risk of personal injury
or public safety, or if there is a significant risk to information of other parties
7. Buyer's remedies
8. Buyer may reject nonconforrning goods, either in entirety or any commercial unit (e.g., bale,
car-
load, etc.)
(1) Buyer has right to inspect goods before acceptance or payment
(a) Must do so in reasonable time and give notice to seller (failure may operate as acceptance)
(b) Buyer must have reasonable time to inspect
(2) Buyer must care for goods until returned
(3) If buyer is a merchant, s/he must follow reasonable instructions of seller (e.g., ship, sell)
(a) Right to indemnity for costs
(4) If goods are perishable or threatened with decline in value, buyer must make reasonable effort
to sell
(5) Buyer has a security interest in any goods in his/her possession to the extent of any payments
made to seller and any expenses incurred
(a) S/he may sell the goods to recover payments
9. Under Uniform Computer Information Transactions Act (UCITA), consumers who make
elec-
tronic errors while ordering have special rights, if consumer, upon learning of error, does follow-
ing
(1) Immediately notifies seller that s/he made error (as soon as s/he learns of error)
(2) Buyer does not use or benefit from information, software or products ordered
(3) Delivers all copies to seller or destroys them at seller's request