reglab/housing_qa huggingface dataset:
MI Comp L § 440.2316 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2316 - Words or Conduct Relevant to Creation of Express Warranty and Tending to Negate or Limit Warranty; Construction; Excluding or Modifying Implied Warranty of Merchantability and Implied Warranty of Fitness; Language; Example; Limiting Remedies for Breach of Warranty.

440.2316 Words or conduct relevant to creation of express warranty and tending to negate or limit warranty; construction; excluding or modifying implied warranty of merchantability and implied warranty of fitness; language; example; limiting remedies for breach of warranty. Sec. 2316.  (1) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed wherever reasonable as consistent with each other; but subject to the provisions of this article on parol or extrinsic evidence (section 2202) negation or limitation is inoperative to the extent that such construction is unreasonable.  (2) Subject to subsection (3), to exclude or modify the implied warranty of merchantability or any part of it the language must mention merchantability and in case of a writing must be conspicuous, and to exclude or modify any implied warranty of fitness the exclusion must be by a writing and conspicuous. Language to exclude all implied warranties of fitness is sufficient if it states, for example, that "There are no warranties which extend beyond the description on the face hereof."  (3) Notwithstanding subsection (2):  (a) unless the circumstances indicate otherwise, all implied warranties are excluded by expressions like "as is", "with all faults" or other language which in common understanding calls the buyer's attention to the exclusion of warranties and makes plain that there is no implied warranty; and  (b) when the buyer before entering into the contract has examined the goods or the sample or model as fully as he desired or has refused to examine the goods there is no implied warranty with regard to defects which an examination ought in the circumstances to have revealed to him; and  (c) an implied warranty can also be excluded or modified by course of dealing or course of performance or usage of trade; and  (d) with respect to the sale of cattle, hogs, or sheep, there is no implied warranty that the cattle, hogs, or sheep are free from disease, if the seller shows that all state and federal law concerning animal health has been satisfied.  (4) Remedies for breach of warranty can be limited in accordance with the provisions of this article on liquidation or limitation of damages and on contractual modification of remedy (sections 2718 and 2719).  History: 1962, Act 174, Eff. Jan. 1, 1964 ;-- Am. 1981, Act 101, Imd. Eff. July 15, 1981
MI Comp L § 440.2317 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2317 - Warranties; Cumulation and Conflict.

440.2317 Warranties; cumulation and conflict.  Sec. 2317.  Warranties whether express or implied shall be construed as consistent with each other and as cumulative, but if such construction is unreasonable the intention of the parties shall determine which warranty is dominant. In ascertaining that intention the following rules apply:  (a) Exact or technical specifications displace an inconsistent sample or model or general language of description.   (b) A sample from an existing bulk displaces inconsistent general language of description.   (c) Express warranties displace inconsistent implied warranties other than an implied warranty of fitness for a particular purpose. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2318 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2318 - Warranties; Third Party Beneficiaries.

440.2318 Warranties; third party beneficiaries.  Sec. 2318.  A seller's warranty whether express or implied extends to any natural person who is in the family or household of his buyer or who is a guest in his home if it is reasonable to expect that such person may use, consume or be affected by the goods and who is injured in person by breach of the warranty. A seller may not exclude or limit the operation of this section. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2319 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2319 - f.o.b. and f.a.s. Terms.

440.2319 F.O.B. and F.A.S. terms. Sec. 2319.  (1) Unless otherwise agreed the term F.O.B. (which means "free on board") at a named place, even though used only in connection with the stated price, is a delivery term under which  (a) when the term is F.O.B. the place of shipment, the seller must at that place ship the goods in the manner provided in this article (section 2504) and bear the expense and risk of putting them into the possession of the carrier; or  (b) when the term is F.O.B. the place of destination, the seller must at his own expense and risk transport the goods to that place and there tender delivery of them in the manner provided in this article (section 2503);  (c) when under either (a) or (b) the term is also F.O.B. vessel, car or other vehicle, the seller must in addition at his own expense and risk load the goods on board. If the term is F.O.B. vessel the buyer must name the vessel and in an appropriate case the seller must comply with the provisions of this article on the form of bill of lading (section 2323).   (2) Unless otherwise agreed the term F.A.S. vessel (which means "free alongside") at a named port, even though used only in connection with the stated price, is a delivery term under which the seller must  (a) at his own expense and risk deliver the goods alongside the vessel in the manner usual in that port or on a dock designated and provided by the buyer; and  (b) obtain and tender a receipt for the goods in exchange for which the carrier is under a duty to issue a bill of lading.  (3) Unless otherwise agreed in any case falling within subsection (1) (a) or (c) or subsection (2) the buyer must seasonably give any needed instructions for making delivery, including when the term is F.A.S. or F.O.B. the loading berth of the vessel and in an appropriate case its name and sailing date. The seller may treat the failure of needed instructions as a failure of cooperation under this article (section 2311). He may also at his option move the goods in any reasonable manner preparatory to delivery or shipment.  (4) Under the term F.O.B. vessel or F.A.S. unless otherwise agreed the buyer must make payment against tender of the required documents and the seller may not tender nor the buyer demand delivery of the goods in substitution for the documents.  History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2320 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2320 - c.i.f. and C. & F. Terms.

440.2320 C.I.F. and C. & F. terms. Sec. 2320.  (1) The term C.I.F. means that the price includes in a lump sum the cost of the goods and the insurance and freight to the named destination. The term C. & F. or C.F. means that the price so includes cost and freight to the named destination.  (2) Unless otherwise agreed and even though used only in connection with the stated price and destination, the term C.I.F. destination or its equivalent requires the seller at his own expense and risk to  (a) put the goods into the possession of a carrier at the port for shipment and obtain a negotiable bill or bills of lading covering the entire transportation to the named destination; and  (b) load the goods and obtain a receipt from the carrier (which may be contained in the bill of lading) showing that the freight has been paid or provided for; and   (c) obtain a policy or certificate of insurance, including any war risk insurance, of a kind and on terms then current at the port of shipment in the usual amount, in the currency of the contract, shown to cover the same goods covered by the bill of lading and providing for payment of loss to the order of the buyer or for the account of whom it may concern; but the seller may add to the price the amount of the premium for any such war risk insurance; and  (d) prepare an invoice of the goods and procure any other documents required to effect shipment or to comply with the contract; and  (e) forward and tender with commercial promptness all the documents in due form and with any indorsement necessary to perfect the buyer's rights.  (3) Unless otherwise agreed the term C. & F. or its equivalent has the same effect and imposes upon the seller the same obligations and risks as a C.I.F. term except the obligation as to insurance.  (4) Under the term C.I.F. or C. & F. unless otherwise agreed the buyer must make payment against tender of the required documents and the seller may not tender nor the buyer demand delivery of the goods in substitution for the documents.  History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2321 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2321 - c.i.f. and C. & F. Terms, Net Landed Weights, Delivered Weights, Out Turn; Warranty of Condition on Arrival, Inspection Before Payment.

440.2321 C.I.F. and C. & F. terms, net landed weights, delivered weights, out turn; warranty of condition on arrival, inspection before payment. Sec. 2321.  Under a contract containing a term C.I.F. or C. & F.  (1) Where the price is based on or is to be adjusted according to "net landed weights", "delivered weights", "out turn" quantity or quality or the like, unless otherwise agreed the seller must reasonably estimate the price. The payment due on tender of the documents called for by the contract is the amount so estimated, but after final adjustment of the price a settlement must be made with commercial promptness.  (2) An agreement described in subsection (1) or any warranty of quality or condition of the goods on arrival places upon the seller the risk of ordinary deterioration, shrinkage and the like in transportation but has no effect on the place or time of identification to the contract for sale or delivery or on the passing of the risk of loss.  (3) Unless otherwise agreed where the contract provides for payment on or after arrival of the goods the seller must before payment allow such preliminary inspection as is feasible; but if the goods are lost delivery of the documents and payment are due when the goods should have arrived. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2322 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2322 - Delivery Exship.

440.2322 Delivery exship. Sec. 2322.  (1) Unless otherwise agreed a term for delivery of goods "exship" (which means from the carrying vessel) or in equivalent language is not restricted to a particular ship and requires delivery from a ship which has reached a place at the named port of destination where goods of the kind are usually discharged.  (2) Under such a term unless otherwise agreed  (a) the seller must discharge all liens arising out of the carriage and furnish the buyer with a direction which puts the carrier under a duty to deliver the goods; and  (b) the risk of loss does not pass to the buyer until the goods leave the ship's tackle or are otherwise properly unloaded. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2323 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2323 - Overseas Shipment; Bill of Lading, Form.

440.2323 Overseas shipment; bill of lading, form.Sec. 2323.  (1) If a contract contemplates overseas shipment and contains a term C.I.F. or C. & F. or F.O.B. vessel, the seller unless otherwise agreed must obtain a negotiable bill of lading stating that the goods have been loaded on board or, in the case of a term C.I.F. or C. & F., received for shipment.  (2) In connection with a contract subject to subsection (1), if a tangible bill of lading is issued in a set of parts, unless otherwise agreed if the documents are not to be sent from abroad the buyer may demand tender of the full set; otherwise only one part of the bill of lading must be tendered. Even if the agreement expressly requires a full set, both of the following apply:  (a) Due tender of a single part is acceptable within the provisions concerning cure of improper delivery under section 2508(1).  (b) Even if a full set is demanded, if the documents are sent from abroad the person tendering an incomplete set may nevertheless require payment upon furnishing an indemnity which the buyer in good faith deems adequate.  (3) A shipment by water or by air or a contract contemplating such shipment is "overseas" insofar as by usage of trade or agreement it is subject to the commercial, financing, or shipping practices characteristic of international deep water commerce. History: 1962, Act 174, Eff. Jan. 1, 1964 ;-- Am. 2012, Act 87, Eff. July 1, 2013
MI Comp L § 440.2324 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2324 - No Arrival, No Sale Terms.

440.2324 No arrival, no sale terms. Sec. 2324.  Under a term "no arrival, no sale" or terms of like meaning, unless otherwise agreed,   (a) the seller must properly ship conforming goods and if they arrive by any means he must tender them on arrival but he assumes no obligation that the goods will arrive unless he has caused the nonarrival; and  (b) where without fault of the seller the goods are in part lost or have so deteriorated as no longer to conform to the contract or arrive after the contract time, the buyer may proceed as if there had been casualty to identified goods (section 2613). History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2325 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2325 - Letter of Credit or Banker's Credit; Confirmed Credit; Definitions.

440.2325 Letter of credit or banker's credit; confirmed credit; definitions. Sec. 2325.  (1) Failure of the buyer seasonably to furnish an agreed letter of credit is a breach of the contract for sale.  (2) The delivery to seller of a proper letter of credit suspends the buyer's obligation to pay. If the letter of credit is dishonored, the seller may on seasonable notification to the buyer require payment directly from him.  (3) Unless otherwise agreed the term "letter of credit" or "banker's credit" in a contract for sale means an irrevocable credit issued by a financing agency of good repute and, where the shipment is overseas, of good international repute. The term "confirmed credit" means that the credit must also carry the direct obligation of such an agency which does business in the seller's financial market. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2326 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2326 - Transaction as “Sale on Approval” or “Sale or Return” if Delivered Goods Returnable by Buyer; Claims of Creditors; Effect of “Or Return” Term of Contract for Sale; Work of Fine Art Not Subject to Claims of Art Dealer's Creditors; “Art Dealer,”“commission,” and “Fine Art” Defined.

440.2326 Transaction as “sale on approval” or “sale or return” if delivered goods returnable by buyer; claims of creditors; effect of “or return” term of contract for sale; work of fine art not subject to claims of art dealer's creditors; “art dealer,”“commission,” and “fine art” defined. Sec. 2326.  (1) Unless otherwise agreed, if delivered goods may be returned by the buyer even though they conform to the contract, the transaction is:  (a) A "sale on approval" if the goods are delivered primarily for use, and  (b) A "sale or return" if the goods are delivered primarily for resale.  (2) Goods held on approval are not subject to the claims of the buyer's creditors until acceptance; goods held on sale or return are subject to such claims while in the buyer's possession.  (3) Any "or return" term of a contract for sale is to be treated as a separate contract for sale within the statute of frauds section of this article (section 2201) and as contradicting the sale aspect of the contract within the provisions of this article on parol or extrinsic evidence (section 2202).  (4) Whenever a person delivers or causes to be delivered a work of fine art to an art dealer for the purpose of sale, or exhibition and sale, to the public on a commission, the work of fine art is not subject to the claims of the art dealer's creditors. For the purposes of this subsection, the terms "art dealer", "commission", and "fine art" have the meanings ascribed to them in section 1 of 1979 PA 90, MCL 442.311. History: 1962, Act 174, Eff. Jan. 1, 1964 ;-- Am. 1982, Act 397, Eff. Mar. 30, 1983 ;-- Am. 2000, Act 348, Eff. July 1, 2001
MI Comp L § 440.2327 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2327 - Sale on Approval; Sale or Return; Special Incidents.

440.2327 Sale on approval; sale or return; special incidents. Sec. 2327.  (1) Under a sale on approval unless otherwise agreed  (a) although the goods are identified to the contract the risk of loss and the title do not pass to the buyer until acceptance; and  (b) use of the goods consistent with the purpose of trial is not acceptance but failure seasonably to notify the seller of election to return the goods is acceptance, and if the goods conform to the contract acceptance of any part is acceptance of the whole; and  (c) after due notification of election to return, the return is at the seller's risk and expense but a merchant buyer must follow any reasonable instructions.  (2) Under a sale or return unless otherwise agreed  (a) the option to return extends to the whole or any commercial unit of the goods while in substantially their original condition, but must be exercised seasonably; and  (b) the return is at the buyer's risk and expense. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2328 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-3 - Part 3 General Obligation and Construction of Contract (440.2301...440.2328)|Section 440.2328 - Sale by Auction; Sale With Reserve; Forced Sale.

440.2328 Sale by auction; sale with reserve; forced sale. Sec. 2328.  (1) In a sale by auction if goods are put up in lots each lot is the subject of a separate sale.  (2) A sale by auction is complete when the auctioneer so announces by the fall of the hammer or in other customary manner. Where a bid is made while the hammer is falling in acceptance of a prior bid the auctioneer may in his discretion reopen the bidding or declare the goods sold under the bid on which the hammer was falling.   (3) Such a sale is with reserve unless the goods are in explicit terms put up without reserve. In an auction with reserve the auctioneer may withdraw the goods at any time until he announces completion of the sale. In an auction without reserve, after the auctioneer calls for bids on an article or lot, that article or lot cannot be withdrawn unless no bid is made within a reasonable time. In either case a bidder may retract his bid until the auctioneer's announcement of completion of the sale, but a bidder's retraction does not revive any previous bid.  (4) If the auctioneer knowingly receives a bid on the seller's behalf or the seller makes or procures such a bid, and notice has not been given that liberty for such bidding is reserved, the buyer may at his option avoid the sale or take the goods at the price of the last good faith bid prior to the completion of the sale. This subsection shall not apply to any bid at a forced sale. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2402 (2021)
2021 Michigan Compiled Laws|Chapter 440 - Uniform Commercial Code|Act 174 of 1962 - Uniform Commercial Code (440.1101 - 440.11102)|Article 2 - Sales (440.2101...440.2725)|174-1962-2-4 - Part 4 Title, Creditors and Good Faith Purchasers (440.2401...440.2403)|Section 440.2402 - Rights of Seller's Creditors Against Sold Goods.

440.2402 Rights of seller's creditors against sold goods. Sec. 2402.  (1) Except as provided in subsections (2) and (3), rights of unsecured creditors of the seller with respect to goods which have been identified to a contract for sale are subject to the buyer's rights to recover the goods under this article (sections 2502 and 2716).  (2) A creditor of the seller may treat a sale or an identification of goods to a contract for sale as void if as against him a retention of possession by the seller is fraudulent under any rule of law of the state where the goods are situated, except that retention of possession in good faith and current course of trade by a merchant-seller for a commercially reasonable time after a sale or identification is not fraudulent.  (3) Nothing in this article shall be deemed to impair the rights of creditors of the seller   (a) under the provisions of the article on secured transactions (article 9); or  (b) where identification to the contract or delivery is made not in current course of trade but in satisfaction of or as security for a pre-existing claim for money, security or the like and is made under circumstances which under any rule of law of the state where the goods are situated would apart from this article constitute the transaction a fraudulent transfer or voidable preference. History: 1962, Act 174, Eff. Jan. 1, 1964