reglab/housing_qa huggingface dataset:
MI Comp L § 440.2207 (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)|174-1962-2-2 - Part 2 Form, Formation and Readjustment of Contracts (440.2201...440.2210)|Section 440.2207 - Additional or Different Terms in Acceptance; Contract by Conduct.

440.2207 Additional or different terms in acceptance; contract by conduct. Sec. 2207.  (1) A definite and seasonable expression of acceptance or a written confirmation which is sent within a reasonable time operates as an acceptance even though it states terms additional to or different from those offered or agreed upon, unless acceptance is expressly made conditional on assent to the additional or different terms.  (2) The additional terms are to be construed as proposals for addition to the contract. Between merchants such terms become part of the contract unless:  (a) the offer expressly limits acceptance to the terms of the offer;  (b) they materially alter it; or  (c) notification of objection to them has already been given or is given within a reasonable time after notice of them is received.  (3) Conduct by both parties which recognizes the existence of a contract is sufficient to establish a contract for sale although the writings of the parties do not otherwise establish a contract. In such case the terms of the particular contract consist of those terms on which the writings of the parties agree, together with any supplementary terms incorporated under any other provisions of this act. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2208 (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)|174-1962-2-2 - Part 2 Form, Formation and Readjustment of Contracts (440.2201...440.2210)|Section 440.2208 - Repealed. 2012, Act 86, Eff. July 1, 2013.

440.2208 Repealed. 2012, Act 86, Eff. July 1, 2013. Compiler's Notes: The repealed section pertained to course of performance.
MI Comp L § 440.2209 (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)|174-1962-2-2 - Part 2 Form, Formation and Readjustment of Contracts (440.2201...440.2210)|Section 440.2209 - Modification; Rescission; Waiver, Retraction.

440.2209 Modification; rescission; waiver, retraction. Sec. 2209.  (1) An agreement modifying a contract within this article needs no consideration to be binding.  (2) A signed agreement which excludes modification or rescission except by a signed writing cannot be otherwise modified or rescinded, but except as between merchants such a requirement on a form supplied by the merchant must be separately signed by the other party.  (3) The requirements of the statute of frauds section of this article (section 2201) must be satisfied if the contract as modified is within its provisions.  (4) Although an attempt at modification or rescission does not satisfy the requirements of subsection (2) or (3) it can operate as a waiver.  (5) A party who has made a waiver affecting an executory portion of the contract may retract the waiver by reasonable notification received by the other party that strict performance will be required of any term waived, unless the retraction would be unjust in view of a material change of position in reliance on the waiver.  History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2301 (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 440.2301 - Obligations of Seller and Buyer.

440.2301 Obligations of seller and buyer.  Sec. 2301.  The obligation of the seller is to transfer and deliver and that of the buyer is to accept and pay in accordance with the contract. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2302 (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 440.2302 - Unconscionable Contract or Clause.

440.2302 Unconscionable contract or clause.  Sec. 2302.  (1) If the court as a matter of law finds the contract or any clause of the contract to have been unconscionable at the time it was made the court may refuse to enforce the contract, or it may enforce the remainder of the contract without the unconscionable clause, or it may so limit the application of any unconscionable clause as to avoid any unconscionable result.   (2) When it is claimed or appears to the court that the contract or any clause thereof may be unconscionable the parties shall be afforded a reasonable opportunity to present evidence as to its commercial setting, purpose and effect to aid the court in making the determination. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2303 (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 440.2303 - Allocation or Division of Risk or Burden.

440.2303 Allocation or division of risk or burden. Sec. 2303.  Where this article allocates a risk or a burden as between the parties "unless otherwise agreed", the agreement may not only shift the allocation but may also divide the risk or burden. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2304 (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 440.2304 - Price; Payment in Money, Goods, Realty, or Otherwise.

440.2304 Price; payment in money, goods, realty, or otherwise. Sec. 2304.  (1) The price can be made payable in money or otherwise. If it is payable in whole or in part in goods each party is a seller of the goods which he is to transfer.  (2) Even though all or part of the price is payable in an interest in realty the transfer of the goods and the seller's obligations with reference to them are subject to this article, but not the transfer of the interest in realty or the transferor's obligations in connection therewith. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2305 (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 440.2305 - Open Price Term; Fixed Price.

440.2305 Open price term; fixed price.  Sec. 2305.  (1) The parties if they so intend can conclude a contract for sale even though the price is not settled. In such a case the price is a reasonable price at the time for delivery if  (a) nothing is said as to price; or  (b) the price is left to be agreed by the parties and they fail to agree; or  (c) the price is to be fixed in terms of some agreed market or other standard as set or recorded by a third person or agency and it is not so set or recorded.  (2) A price to be fixed by the seller or by the buyer means a price for him to fix in good faith.  (3) When a price left to be fixed otherwise than by agreement of the parties fails to be fixed through fault of one party the other may at his option treat the contract as cancelled or himself fix a reasonable price.  (4) Where, however, the parties intend not to be bound unless the price be fixed or agreed and it is not fixed or agreed there is no contract. In such a case the buyer must return any goods already received or if unable so to do must pay their reasonable value at the time of delivery and the seller must return any portion of the price paid on account. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2306 (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 440.2306 - Output of Seller; Requirement of Buyer; Exclusive Dealing.

440.2306 Output of seller; requirement of buyer; exclusive dealing. Sec. 2306.  (1) A term which measures the quantity by the output of the seller or the requirements of the buyer means such actual output or requirements as may occur in good faith, except that no quantity unreasonably disproportionate to any stated estimate or in the absence of a stated estimate to any normal or otherwise comparable prior output or requirements may be tendered or demanded.   (2) A lawful agreement by either the seller or the buyer for exclusive dealing in the kind of goods concerned imposes unless otherwise agreed an obligation by the seller to use best efforts to supply the goods and by the buyer to use best efforts to promote their sale. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2307 (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 440.2307 - Delivery in Single Lot or Several Lots; Payment.

440.2307 Delivery in single lot or several lots; payment. Sec. 2307.  Unless otherwise agreed all goods called for by a contract for sale must be tendered in a single delivery and payment is due only on such tender but where the circumstances give either party the right to make or demand delivery in lots the price if it can be apportioned may be demanded for each lot. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2308 (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 440.2308 - Place for Delivery of Goods and Documents of Title.

440.2308 Place for delivery of goods and documents of title. Sec. 2308.  Unless otherwise agreed  (a) the place for delivery of goods is the seller's place of business or if he has none his residence; but  (b) in a contract for sale of identified goods which to the knowledge of the parties at the time of contracting are in some other place, that place is the place for their delivery; and  (c) documents of title may be delivered through customary banking channels. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2309 (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 440.2309 - Time of Performance; Contract Termination.

440.2309 Time of performance; contract termination. Sec. 2309.  (1) The time for shipment or delivery or any other action under a contract if not provided in this article or agreed upon shall be a reasonable time.  (2) Where the contract provides for successive performances but is indefinite in duration it is valid for a reasonable time but unless otherwise agreed may be terminated at any time by either party.  (3) Termination of a contract by one party except on the happening of an agreed event requires that reasonable notification be received by the other party and an agreement dispensing with notification is invalid if its operation would be unconscionable.  History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2310 (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 440.2310 - Open Time and Place for Payment or Running of Credit; Shipment Under Reservation; Inspection.

440.2310 Open time and place for payment or running of credit; shipment under reservation; inspection.Sec. 2310.  Unless otherwise agreed, all of the following apply:  (a) Payment is due at the time and place at which the buyer is to receive the goods even if the place of shipment is the place of delivery.   (b) If the seller is authorized to send the goods, the seller may ship them under reservation, and may tender the documents of title, but the buyer may inspect the goods after their arrival before payment is due unless that inspection is inconsistent with the terms of the contract pursuant to section 2513.   (c) If delivery is authorized and made by way of documents of title otherwise than by subdivision (b), then payment is due regardless of where the goods are to be received at 1 of the following times, as applicable:  (i) At the time and place at which the buyer is to receive delivery of the tangible documents.   (ii) At the time the buyer is to receive delivery of the electronic documents and at the seller's place of business or if none, the seller's residence.  (d) If the seller is required or authorized to ship the goods on credit, the credit period runs from the time of shipment but postdating the invoice or delaying its dispatch will correspondingly delay the starting of the credit period. History: 1962, Act 174, Eff. Jan. 1, 1964 ;-- Am. 2012, Act 87, Eff. July 1, 2013
MI Comp L § 440.2311 (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 440.2311 - Specification of Performance; Assortment and Shipment of Goods; Remedies.

440.2311 Specification of performance; assortment and shipment of goods; remedies. Sec. 2311.  (1) An agreement for sale which is otherwise sufficiently definite (subsection (3) of section 2204) to be a contract is not made invalid by the fact that it leaves particulars of performance to be specified by one of the parties. Any such specification must be made in good faith and within limits set by commercial reasonableness.  (2) Unless otherwise agreed specifications relating to assortment of the goods are at the buyer's option and except as otherwise provided in subsections (1)(c) and (3) of section 2319 specifications or arrangements relating to shipment are at the seller's option.  (3) Where such specification would materially affect the other party's performance but is not seasonably made or where one party's cooperation is necessary to the agreed performance of the other but is not seasonably forthcoming, the other party in addition to all other remedies  (a) is excused for any resulting delay in his own performance; and  (b) may also either proceed to perform in any reasonable manner or after the time for a material part of his own performance treat the failure to specify or to cooperate as a breach by failure to deliver or accept the goods. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2312 (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 440.2312 - Warranties of Title; Freedom From Liens.

440.2312 Warranties of title; freedom from liens. Sec. 2312.  (1) Subject to subsection (2) there is in a contract for sale a warranty by the seller that  (a) the title conveyed shall be good, and its transfer rightful; and  (b) the goods shall be delivered free from any security interest or other lien or encumbrance of which the buyer at the time of contracting has no knowledge.  (2) A warranty under subsection (1) will be excluded or modified only by specific language or by circumstances which give the buyer reason to know that the person selling does not claim title in himself or that he is purporting to sell only such right or title as he or a third person may have.  (3) Unless otherwise agreed a seller who is a merchant regularly dealing in goods of the kind warrants that the goods shall be delivered free of the rightful claim of any third person by way of infringement or the like but a buyer who furnishes specifications to the seller must hold the seller harmless against any such claim which arises out of compliance with the specifications. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2313 (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 440.2313 - Creation of Express Warranties by Seller.

440.2313 Creation of express warranties by seller. Sec. 2313.  (1) Express warranties by the seller are created as follows:   (a) An affirmation of fact or promise made by the seller to the buyer which relates to the goods and becomes part of the basis of the bargain creates an express warranty that the goods shall conform to the affirmation or promise.  (b) A description of the goods which is made part of the basis of the bargain creates an express warranty that the goods shall conform to the description.  (c) A sample or model which is made part of the basis of the bargain creates an express warranty that the whole of the goods shall conform to the sample or model.   (2) It is not necessary to the creation of an express warranty that the seller use formal words such as "warrant" or "guarantee" or that he or she have a specific intention to make a warranty, but an affirmation merely of the value of the goods or a statement purporting to be merely the seller's opinion or commendation of the goods does not create a warranty, except as provided in the art multiples sales act and Act No. 121 of the Public Acts of 1970, being sections 442.321 to 442.325 of the Michigan Compiled Laws. History: 1962, Act 174, Eff. Jan. 1, 1964 ;-- Am. 1987, Act 53, Eff. Dec. 9, 1987
MI Comp L § 440.2313b (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 440.2313b - Express Warranty; Extension; Merchant or Warrantor to Give Purchaser Writing Stating Time Period.

440.2313b Express warranty; extension; merchant or warrantor to give purchaser writing stating time period. Sec. 2313b.  An express warranty covering goods sold to a purchaser in this state shall be extended by a period equal to the number of days prescribed in subdivisions (a) and (b), if the cumulative number of days is more than either 10 days or 10% of the number of days of the warranty. A merchant or warrantor shall at the time the goods are repaired give the purchaser a writing stating the time period prescribed in subdivisions (a) and (b):  (a) The date from which the goods are delivered to the merchant or the warrantor for a warranteed repair to the date the purchaser is informed that the necessary repair has been completed.  (b) The date from which the merchant or warrantor attempts to make a warranteed repair to the goods at the purchaser's residence, domicile, or place of business to the date the necessary repairs are completed. In addition to this time period, the number of days preceding the date the merchant or warrantor begins a repair during which the goods were inoperative due to the need for a warranteed repair beginning with the date the purchaser notifies the merchant or warrantor in writing that the goods are inoperative and the merchant or warrantor receives the notice. History: Add. 1978, Act 133, Eff. Mar. 30, 1979
MI Comp L § 440.2314 (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 440.2314 - Implied Warranty; Merchantability, Course of Dealing, Usage of Trade.

440.2314 Implied warranty; merchantability, course of dealing, usage of trade. Sec. 2314.  (1) Unless excluded or modified (section 2316), a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller is a merchant with respect to goods of that kind. Under this section the serving for value of food or drink to be consumed either on the premises or elsewhere is a sale.  (2) Goods to be merchantable must be at least such as  (a) pass without objection in the trade under the contract description; and  (b) in the case of fungible goods, are of fair average quality within the description; and   (c) are fit for the ordinary purposes for which such goods are used; and  (d) run, within the variations permitted by the agreement, of even kind, quality and quantity within each unit and among all units involved; and  (e) are adequately contained, packaged, and labeled as the agreement may require; and  (f) conform to the promises or affirmations of fact made on the container or label if any.  (3) Unless excluded or modified (section 2316) other implied warranties may arise from course of dealing or usage of trade. History: 1962, Act 174, Eff. Jan. 1, 1964
MI Comp L § 440.2315 (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 440.2315 - Implied Warranty; Fitness for Particular Purpose.

440.2315 Implied warranty; fitness for particular purpose. Sec. 2315.  Where the seller at the time of contracting has reason to know any particular purpose for which the goods are required and that the buyer is relying on the seller's skill or judgment to select or furnish suitable goods, there is unless excluded or modified under the next section an implied warranty that the goods shall be fit for such purpose. History: 1962, Act 174, Eff. Jan. 1, 1964