reglab/housing_qa huggingface dataset:
CO Code § 4-2-317 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 3 - General Obligation and Construction of Contract|§ 4-2-317. Cumulation and Conflict of Warranties Express or Implied

 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:    Exact or technical specifications displace an inconsistent sample or model or general language of description.    A sample from an existing bulk displaces inconsistent general language of description.    Express warranties displace inconsistent implied warranties other than an implied warranty of fitness for a particular purpose.     History. Source: L. 65: P. 1312, § 1. C.R.S. 1963: § 155-2-317. History. Source: L. 65: P. 1312, § 1. C.R.S. 1963: § 155-2-317.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: On cumulation of warranties see Sections 14, 15, and 16, Uniform Sales Act.   Changes: Completely rewritten into one section.   Purposes of Changes:   1. The present section rests on the basic policy of this Article that no warranty is created except by some conduct (either affirmative action or failure to disclose) on the part of the seller. Therefore, all warranties are made cumulative unless this construction of the contract is impossible or unreasonable.   This Article thus follows the general policy of the Uniform Sales Act except that in case of the sale of an article by its patent or trade name the elimination of the warranty of fitness depends solely on whether the buyer has relied on the seller's skill and judgment; the use of the patent or trade name is but one factor in making this determination.   2. The rules of this section are designed to aid in determining the intention of the parties as to which of inconsistent warranties which have arisen from the circumstances of their transaction shall prevail. These rules of intention are to be applied only where factors making for an equitable estoppel of the seller do not exist and where he has in perfect good faith made warranties which later turn out to be inconsistent. To the extent that the seller has led the buyer to believe that all of the warranties can be performed, he is estopped from setting up any essential inconsistency as a defense.   3. The rules in subsections (a), (b) and (c) are designed to ascertain the intention of the parties by reference to the factor which probably claimed the attention of the parties in the first instance. These rules are not absolute but may be changed by evidence showing that the conditions which existed at the time of contracting make the construction called for by the section inconsistent or unreasonable.   Cross Reference:   Point 1: Section 4-2-315 .   Definitional Cross Reference:   “Party”. Section 4-1-201 .
CO Code § 4-2-321 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 3 - General Obligation and Construction of Contract|§ 4-2-321. c.i.f. or C. F. - “Net Landed Weights” - “Payment on Arrival” - Warranty of Condition on Arrival

 Under a contract containing a term “C.I.F.” or “C. F.”:    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.    An agreement described in subsection (1) of this section 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.    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. Source: L. 65: P. 1314, § 1. C.R.S. 1963: § 155-2-321. History. Source: L. 65: P. 1314, § 1. C.R.S. 1963: § 155-2-321.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: None.   Purposes:   This section deals with two variations of the C.I.F. contract which have evolved in mercantile practice but are entirely consistent with the basic C.I.F. pattern. Subsections (1) and (2), which provide for a shift to the seller of the risk of quality and weight deterioration during shipment, are designed to conform the law to the best mercantile practice and usage without changing the legal consequences of the C.I.F. or C. F. term as to the passing of marine risks to the buyer at the point of shipment. Subsection (3) provides that where under the contract documents are to be presented for payment after arrival of the goods, this amounts merely to a postponement of the payment under the C.I.F. contract and is not to be confused with the “no arrival, no sale” contract. If the goods are lost, delivery of the documents and payment against them are due when the goods should have arrived. The clause for payment on or after arrival is not to be construed as such a condition precedent to payment that if the goods are lost in transit the buyer need never pay and the seller must bear the loss.   Cross Reference:   Section 4-2-324 .   Definitional Cross References:   “Agreement”. Section 4-1-201 .   “Contract”. Section 4-1-201 .   “Delivery”. Section 4-1-201 .   “Goods”. Section 4-2-105 .   “Seller”. Section 4-2-103 .   “Term”. Section 4-1-201 .
CO Code § 4-2-322 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 3 - General Obligation and Construction of Contract|§ 4-2-322. Delivery “Ex-Ship”

  Unless otherwise agreed, a term for delivery of goods “ex-ship” (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.    Under such a term unless otherwise agreed:   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    The risk of loss does not pass to the buyer until the goods leave the ship's tackle or are otherwise properly unloaded.        History. Source: L. 65: P. 1315, § 1. C.R.S. 1963: § 155-2-322. History. Source: L. 65: P. 1315, § 1. C.R.S. 1963: § 155-2-322.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: None.   Purposes:   1. The delivery term, “ex-ship”, as between seller and buyer, is the reverse of the f.a.s. term covered.   2. Delivery need not be made from any particular vessel under a clause calling for delivery “ex-ship”, even though a vessel on which shipment is to be made originally is named in the contract, unless the agreement by appropriate language, restricts the clause to delivery from a named vessel.   3. The appropriate place and manner of unloading at the port of destination depend upon the nature of the goods and the facilities and usages of the port.   4. A contract fixing a price “ex-ship” with payment “cash against documents” calls only for such documents as are appropriate to the contract. Tender of a delivery order and of a receipt for the freight after the arrival of the carrying vessel is adequate. The seller is not required to tender a bill of lading as a document of title nor is he required to insure the goods for the buyer's benefit, as the goods are not at the buyer's risk during the voyage.   Cross Reference:   Point 1: Section 4-2-319(2) .   Definitional Cross References:   “Buyer”. Section 4-2-103 .   “Goods”. Section 4-2-105 .   “Seller”. Section 4-2-103 .   “Term”. Section 4-1-201 .
CO Code § 4-2-325 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 3 - General Obligation and Construction of Contract|§ 4-2-325. “Letter of Credit” - “Confirmed Credit”

  Failure of the buyer seasonably to furnish an agreed letter of credit is a breach of the contract for sale.    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.    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. Source: L. 65: P. 1316, § 1. C.R.S. 1963: § 155-2-325. History. Source: L. 65: P. 1316, § 1. C.R.S. 1963: § 155-2-325.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: None.   Purposes: To express the established commercial and banking understanding as to the meaning and effects of terms calling for “letters of credit” or “confirmed credit”:   1. Subsection (2) follows the general policy of this Article and Article 3 (Section 3-802) on conditional payment, under which payment by check or other short-term instrument is not ordinarily final as between the parties if the recipient duly presents the instrument and honor is refused. Thus the furnishing of a letter of credit does not substitute the financing agency's obligation for the buyer's, but the seller must first give the buyer reasonable notice of his intention to demand direct payment from him.   2. Subsection (2) requires that the credit be irrevocable and be a prime credit as determined by the standing of the issuer. It is not necessary, unless otherwise agreed, that the credit be a negotiation credit; the seller can finance himself by an assignment of the proceeds under Section 5-116(2).   3. The definition of “confirmed credit” is drawn on the supposition that the credit is issued by a bank which is not doing direct business in the seller's financial market; there is no intention to require the obligation of two banks both local to the seller.   Cross References:   Sections 4-2-403 , 4-2-511(3) and 3-802 and Article 5.   Definitional Cross References:   “Buyer”. Section 4-2-103 .   “Contract for sale”. Section 4-2-106 .   “Draft”. Section 4-3-104 .   “Financing agency”. Section 4-2-104 .   “Notifies”. Section 4-1-201 .   “Overseas”. Section 4-2-323 .   “Purchaser”. Section 4-1-201 .   “Seasonably”. Section 4-1-204 .   “Seller”. Section 4-2-103 .   “Term”. Section 4-1-201 .
CO Code § 4-2-502 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 5 - Performance|§ 4-2-502. Buyer's Right to Goods on Seller's Insolvency - Repudiation - Failure to Deliver

  Subject to subsections (2) and (3) of this section and even though the goods have not been shipped, a buyer who has paid a part or all of the price of goods in which he or she has a special property under the provisions of section 4-2-501 may on making and keeping good a tender of any unpaid portion of their price recover them from the seller if:   In the case of goods bought for personal, family, or household purposes, the seller repudiates or fails to deliver as required by the contract; or    In all cases, the seller becomes insolvent within ten days after receipt of the first installment on their price.       The buyer's right to recover the goods under paragraph (a) of subsection (1) of this section vests upon acquisition of a special property, even if the seller had not then repudiated or failed to deliver.    If the identification creating his or her special property has been made by the buyer, he or she acquires the right to recover the goods only if they conform to the contract for sale.     History. Source: L. 65: P. 1322, § 1. C.R.S. 1963: § 155-2-502. L. 2001: Entire section amended, p. 1437, § 21, effective July 1. History. Source: L. 65: P. 1322, § 1. C.R.S. 1963: § 155-2-502. L. 2001: Entire section amended, p. 1437, § 21, effective July 1.    Cross references:   For insurable interest in goods, see § 4-2-501 ; for secured transactions, see article 9 of this title.   OFFICIAL COMMENT   Prior Uniform Statutory Provision: Compare Sections 17, 18 and 19, Uniform Sales Act.   Purposes:   1. This section gives an additional right to the buyer as a result of identification of the goods to the contract in the manner provided in Section 2-501. The buyer is given a right to the goods on the seller's insolvency occurring within 10 days after he receives the first installment on their price.   2. The question of whether the buyer also acquires a security interest in identified goods and has rights to the goods when insolvency takes place after the ten-day period provided in this section depends upon compliance with the provisions of the Article on Secured Transactions (Article 9).   3. Subsection (2) is included to preclude the possibility of unjust enrichment which exists if the buyer were permitted to recover goods even though they were greatly superior in quality or quantity to that called for by the contract for sale.   Cross References:   Point 1: Sections 4-1-201 and 4-2-702 .   Point 2: Article 9.   Definitional Cross References:   “Buyer”. Section 4-2-103 .   “Conform”. Section 4-2-106 .   “Contract for sale”. Section 4-2-106 .   “Goods”. Section 4-2-105 .   “Insolvent”. Section 4-1-201 .   “Rights”. Section 4-1-201 .   “Seller”. Section 4-2-103 .
CO Code § 4-2-510 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 5 - Performance|§ 4-2-510. Effect of Breach on Risk of Loss

  Where a tender or delivery of goods so fails to conform to the contract as to give a right of rejection, the risk of their loss remains on the seller until cure or acceptance.    Where the buyer rightfully revokes acceptance he may to the extent of any deficiency in his effective insurance coverage treat the risk of loss as having rested on the seller from the beginning.    Where the buyer as to conforming goods already identified to the contract for sale repudiates or is otherwise in breach before risk of their loss has passed to him, the seller may to the extent of any deficiency in his effective insurance coverage treat the risk of loss as resting on the buyer for a commercially reasonable time.     History. Source: L. 65: P. 1325, § 1. C.R.S. 1963: § 155-2-510. History. Source: L. 65: P. 1325, § 1. C.R.S. 1963: § 155-2-510.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: None.   Purposes: To make clear that:   1. Under subsection (1) the seller by his individual action cannot shift the risk of loss to the buyer unless his action conforms with all the conditions resting on him under the contract.   2. The “cure” of defective tenders contemplated by subsection (1) applies only to those situations in which the seller makes changes in goods already tendered, such as repair, partial substitution, sorting out from an improper mixture and the like since “cure” by repossession and new tender has no effect on the risk of loss of the goods originally tendered. The seller's privilege of cure does not shift the risk, however, until the cure is completed.   Where defective documents are involved a cure of the defect by the seller or a waiver of the defects by the buyer will operate to shift the risk under this section. However, if the goods have been destroyed prior to the cure or the buyer is unaware of their destruction at the time he waives the defect in the documents, the risk of the loss must still be borne by the seller, for the risk shifts only at the time of cure, waiver of documentary defects or acceptance of the goods.   3. In cases where there has been a breach of the contract, if the one in control of the goods is the aggrieved party, whatever loss or damage may prove to be uncovered by his insurance falls upon the contract breaker under subsections (2) and (3) rather than upon him. The word “effective” as applied to insurance coverage in those subsections is used to meet the case of supervening insolvency of the insurer. The “deficiency” referred to in the text means such deficiency in the insurance coverage as exists without subrogation. This section merely distributes the risk of loss as stated and is not intended to be disturbed by any subrogation of an insurer.   Cross Reference:   Section 4-2-509 .   Definitional Cross References:   “Buyer”. Section 4-2-103 .   “Conform”. Section 4-2-106 .   “Contract for sale”. Section 4-2-106 .   “Goods”. Section 4-2-105 .   “Seller”. Section 4-2-103 .
CO Code § 4-2-514 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 5 - Performance|§ 4-2-514. When Documents Deliverable on Acceptance - When on Payment

 Unless otherwise agreed, documents against which a draft is drawn are to be delivered to the drawee on acceptance of the draft if it is payable more than three days after presentment; otherwise, only on payment.   History. Source: L. 65: P. 1327, § 1. C.R.S. 1963: § 155-2-514. History. Source: L. 65: P. 1327, § 1. C.R.S. 1963: § 155-2-514.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: Section 41, Uniform Bills of Lading Act.   Changes: Rewritten.   Purposes of Changes: To make the provision one of general application so that:   1. It covers any document against which a draft may be drawn, whatever may be the form of the document, and applies to interpret the action of a seller or consignor insofar as it may affect the rights and duties of any buyer, consignee or financing agency concerned with the paper. Supplementary or corresponding provisions are found in Sections 4-503 and 5-112.   2. An “arrival” draft is a sight draft within the purpose of this section.   Cross References:   Point 1: See Sections 4-2-502 , 4-2-505(2) , 4-2-507(2) , 4-2-512 , 4-2-513 , 4-2-607 concerning protection of rights of buyer and seller, and 4-503 and 5-112 on delivery of documents.   Definitional Cross References:   “Delivery”. Section 4-1-201 .   “Draft”. Section 4-3-104 .
CO Code § 4-2-604 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 6 - Breach, Repudiation, and Excuse|§ 4-2-604. Buyer's Options as to Salvage of Rightfully Rejected Goods

 Subject to the provisions of section 4-2-603 on perishables, if the seller gives no instructions within a reasonable time after notification of rejection the buyer may store the rejected goods for the seller's account or reship them to him or resell them for the seller's account with reimbursement as provided in said section. Such action is not acceptance or conversion.   History. Source: L. 65: P. 1329, § 1. C.R.S. 1963: § 155-2-604. History. Source: L. 65: P. 1329, § 1. C.R.S. 1963: § 155-2-604.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: None.   Purposes:   The basic purpose of this section is twofold: on the one hand it aims at reducing the stake in dispute and on the other at avoiding the pinning of a technical “acceptance” on a buyer who has taken steps towards realization on or preservation of the goods in good faith. This section is essentially a salvage section and the buyer's right to act under it is conditioned upon (1) non-conformity of the goods, (2) due notification of rejection to the seller under the section on manner of rejection, and (3) the absence of any instructions from the seller which the merchant-buyer has a duty to follow under the preceding section.   This section is designed to accord all reasonable leeway to a rightfully rejecting buyer acting in good faith. The listing of what the buyer may do in the absence of instructions from the seller is intended to be not exhaustive but merely illustrative. This is not a “merchant's” section and the options are pure options given to merchant and nonmerchant buyers alike. The merchant-buyer, however, may in some instances be under a duty rather than an option to resell under the provisions of the preceding section.   Cross References:   Sections 4-2-602(1) , and 4-2-603(1) and 4-2-706 .   Definitional Cross References:   “Buyer”. Section 4-2-103 .   “Notification”. Section 4-1-201 .   “Reasonable time”. Section 4-1-204 .   “Seller”. Section 4-2-103 .   ANNOTATION   Seller was entitled to offset of fair and reasonable use value. Where the evidence showed that plaintiffs used mobile home for a considerable length of time after they should have acted under this section, it follows that this use reduced the value of the home, and accordingly, defendants are entitled to an offset of a fair and reasonable use value of the mobile home for this period. Stroh v. Am. Recreation Mobile Home Corp., 35 Colo. App. 196, 530 P.2d 989 .
CO Code § 4-2-611 (2021)
2021 Colorado Code|Title 4 - Uniform Commercial Code|Article 2 - Sales|Part 6 - Breach, Repudiation, and Excuse|§ 4-2-611. Retraction of Anticipatory Repudiation

  Until the repudiating party's next performance is due, he can retract his repudiation, unless the aggrieved party has since the repudiation cancelled or materially changed his position or otherwise indicated that he considers the repudiation final.    Retraction may be by any method which clearly indicates to the aggrieved party that the repudiating party intends to perform, but must include any assurance justifiably demanded under the provisions of this article (section 4-2-609).    Retraction reinstates the repudiating party's rights under the contract with due excuse and allowance to the aggrieved party for any delay occasioned by the repudiation.     History. Source: L. 65: P. 1332, § 1. C.R.S. 1963: § 155-2-611. History. Source: L. 65: P. 1332, § 1. C.R.S. 1963: § 155-2-611.    OFFICIAL COMMENT   Prior Uniform Statutory Provision: None.   Purposes: To make it clear that:   1. The repudiating party's right to reinstate the contract is entirely dependent upon the action taken by the aggrieved party. If the latter has cancelled the contract or materially changed his position at any time after the repudiation, there can be no retraction under this section.   2. Under subsection (2) an effective retraction must be accompanied by any assurances demanded under the section dealing with right to adequate assurance. A repudiation is of course sufficient to give reasonable ground for insecurity and to warrant a request for assurance as an essential condition of the retraction. However, after a timely and unambiguous expression of retraction, a reasonable time for the assurance to be worked out should be allowed by the aggrieved party before cancellation.   Cross Reference:   Point 2: Section 4-2-609 .   Definitional Cross References:   “Aggrieved party”. Section 4-1-201 .   “Cancellation”. Section 4-2-106 .   “Contract”. Section 4-1-201 .   “Party”. Section 4-1-201 .   “Rights”. Section 4-1-201 .