reglab/statecodes huggingface dataset:
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part II - Formation and Construction of Lease Contract › § 28:2A–220. Effect of default on risk of loss

§ 28:2A–220. Effect of default on risk of loss.
(a) Where risk of loss is to pass to the lessee and the time of passage is not stated:
(1) If a tender or delivery of goods so fails to conform to the lease contract as to give a right of rejection, the risk of their loss remains with the lessor, or, in the case of a finance lease, the supplier, until cure or acceptance.
(2) If the lessee rightfully revokes acceptance, he or she, to the extent of any deficiency in his or her effective insurance coverage, may treat the risk of loss as having remained with the lessor from the beginning.
(b) Whether or not risk of loss is to pass to the lessee, if the lessee as to conforming goods already identified to a lease contract repudiates or is otherwise in default under the lease contract, the lessor, or, in the case of a finance lease, the supplier, to the extent of any deficiency in his or her effective insurance coverage may treat the risk of loss as resting on the lessee for a commercially reasonable time.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-220.
Section References
This section is referenced in § 28:2A-219.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-510.
Changes:
Revised to reflect leasing practices and terminology. The rule in Section (1)(b) does not allow the lessee under a finance lease to treat the risk of loss as having remained with the supplier from the beginning. This is appropriate given the limited circumstances under which the lessee under a finance lease is allowed to revoke acceptance. Section 2A-517 and Section 2A-516 official comment.
Definitional Cross References:
“Conforming”. Section 2A-103(1)(d).
“Delivery”. Section 1-201(14).
“Finance lease”. Section 2A-103(1)(g).
“Goods”. Section 2A-103(1)(h).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Reasonable time”. Section 1-204(1) and (2).
“Rights”. Section 1-201(36).
“Supplier”. Section 2A-103(1)(x).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part II - Formation and Construction of Lease Contract › § 28:2A–221. Casualty to identified goods

§ 28:2A–221. Casualty to identified goods.
If a lease contract requires goods identified when the lease contract is made, and the goods suffer casualty without fault of the lessee, the lessor, or the supplier before delivery, or the goods suffer casualty before risk of loss passes to the lessee pursuant to the lease agreement or § 28:2A-219, then:
(1) If the loss is total, the lease contract is avoided; and
(2) If the loss is partial or the goods have so deteriorated as to no longer conform to the lease contract, the lessee may nevertheless demand inspection and at his or her option either treat the lease contract as avoided or, except in a finance lease that is not a consumer lease, accept the goods with due allowance from the rent payable for the balance of the lease term for the deterioration or the deficiency in quantity but without further right against the lessor.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-221.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-613.
Changes:
Revised to reflect leasing practices and terminology. Purpose: Due to the vagaries of determining the amount of due allowance ( Section 2-613(b), no attempt was made in subsection (b) to treat a problem unique to lease contracts and installment sales contracts: determining how to recapture the allowance, e.g., application to the first or last rent payments or allocation, pro rata, to all rent payments.
Cross References:
Section 2-613.
Definitional Cross References:
“Conforming”. Section 2A-103(1)(d).
“Consumer lease”. Section 2A-103(1)(e).
“Delivery”. Section 1-201(14).
“Fault”. Section 2A-103(1)(f).
“Finance lease”. Section 2A-103(1)(g).
“Goods”. Section 2A-103(1)(h).
“Lease”. Section 2A-103(1)(j).
“Lease agreement”. Section 2A-103(1)(k).
“Lease contract”. Section 2A-193(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Rights”. Section 1-201(36).
“Supplier”. Section 2A-103(1)(x).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part III - Effect of Lease Contract › § 28:2A–302. Title to and possession of goods

§ 28:2A–302. Title to and possession of goods.
Except as otherwise provided in this article, each provision of this article applies whether the lessor or a third party has title to the goods, and whether the lessor, the lessee, or a third party has possession of the goods, notwithstanding any statute or rule of law that possession or the absence of possession is fraudulent.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-302.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 9-202.
Changes:
Section 9-202 was modified to reflect leasing terminology and to clarify the law of leases with respect to fraudulent conveyances or transfers.
Purposes:
The separation of ownership and possession of goods between the lessor and the lessee (or a third party) has created problems under certain fraudulent conveyance statutes. See, e.g., In re Ludlum Enters., 510 F.2d 996 (5th Cir.1975); Suburbia Fed. Sav. & Loan Ass’n v. Bel-Air Conditioning Co., 385 So.2d 1151 (Fla.Dist.Ct.App.1980). This section provides, among other things, that separation of ownership and possession per se does not affect the enforceability of the lease contract. Sections 2A-301 and 2A-308.
Cross References:
Sections 2A-301, 2A-308 and 9-202.
Definitional Cross References:
“Goods”. Section 2A-103(1)(h).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part III - Effect of Lease Contract › § 28:2A–306. Priority of certain liens arising by operation of law

§ 28:2A–306. Priority of certain liens arising by operation of law.
If a person in the ordinary course of his or her business furnishes services or materials with respect to goods subject to a lease contract, a lien upon those goods in the possession of that person given by statute or rule of law for those materials or services takes priority over any interest of the lessor or lessee under the lease contract or this article unless the lien is created by statute and the statute provides otherwise or unless the lien is created by rule of law and the rule of law provides otherwise.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-306.
Section References
This section is referenced in § 28:2A-307.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 9-310.
Changes:
The approach reflected in the provisions of Section 9-310 was included, but revised to conform to leasing terminology and to expand the exception to the special priority granted to protected liens to cover liens created by rule of law as well as those created by statute.
Purposes:
This section should be interpreted to allow a qualified lessor or a qualified lessee to be the competing lienholder if the statute or rule of law so provides. The reference to statute includes applicable regulations and cases; these sources must be reviewed in resolving a priority dispute under this section.
Cross Reference:
Section 9-310.
Definitional Cross References:
“Goods”. Section 2A-103(1)(h).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Lien”. Section 2A-103(1)(r).
“Person”. Section 1-201(30).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part III - Effect of Lease Contract › § 28:2A–311. Priority subject to subordination

§ 28:2A–311. Priority subject to subordination.
Nothing in this article prevents subordination by agreement by any person entitled to priority.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-311.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 9-316.
Purposes:
The several preceding sections deal with questions of priority. This section is inserted to make it entirely clear that a person entitled to priority may effectively agree to subordinate the claim. Only the person entitled to priority may make such an agreement: the rights of such a person cannot be adversely affected by an agreement to which that person is not a party.
Cross References:
Sections 1-102 and 2A-304 through 2A-310.
Definitional Cross References:
“Agreement”. Section 1-201(3).
“Person”. Section 1-201(30).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part IV - Performance of Lease Contract: Repudiated, Substituted, and Excused › § 28:2A–401. Insecurity: adequate assurance of performance

§ 28:2A–401. Insecurity: adequate assurance of performance.
(a) A lease contract imposes an obligation on each party that the other’s expectation of receiving due performance will not be impaired.
(b) If reasonable grounds for insecurity arise with respect to the performance of either party, the insecure party may demand in writing adequate assurance of due performance. Until the insecure party receives that assurance, if commercially reasonable the insecure party may suspend any performance for which he or she has not already received the agreed return.
(c) A repudiation of the lease contract occurs if assurance of due performance adequate under the circumstances of the particular case is not provided to the insecure party within a reasonable time, not to exceed 30 days after receipt of a demand by the other party.
(d) Between merchants, the reasonableness of grounds for insecurity and the adequacy of any assurance offered must be determined according to commercial standards.
(e) Acceptance of any nonconforming delivery or payment does not prejudice the aggrieved party’s right to demand adequate assurance of future performance.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-401.
Section References
This section is referenced in § 28:2A-402 and § 28:2A-403.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-609.
Changes:
Revised to reflect leasing practices and terminology. Note that in the analogue to subsection (3) ( Section 2-609(4)), the adjective “justified” modifies demand. The adjective was deleted here as unnecessary, implying no substantive change.
Definitional Cross References:
“Aggrieved party”. Section 1-201(2).
“Agreed”. Section 1-201(3).
“Between merchants”. Section 2-104(3).
“Conforming”. Section 2A-103(1)(d).
“Delivery”. Section 1-201(14).
“Lease contract”. Section 2A-103(1)(l).
“Party”. Section 1-201(29).
“Reasonable time”. Section 1-204(1) and (2).
“Receipt”. Section 2-103(1)(c).
“Rights”. Section 1-201(36).
“Writing”. Section 1-201(46).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part IV - Performance of Lease Contract: Repudiated, Substituted, and Excused › § 28:2A–402. Anticipatory repudiation

§ 28:2A–402. Anticipatory repudiation.
If either party repudiates a lease contract with respect to a performance not yet due under the lease contract, the loss of which performance will substantially impair the value of the lease contract to the other, the aggrieved party may:
(1) For a commercially reasonable time, await retraction of repudiation and performance by the repudiating party;
(2) Make demand pursuant to § 28:2A-401 and await assurance of future performance adequate under the circumstances of the particular case; or
(3) Resort to any right or remedy upon default under the lease contract or this article, even though the aggrieved party has notified the repudiating party that the aggrieved party would await the repudiating party’s performance and assurance and has urged retraction. In addition, whether or not the aggrieved party is pursuing one of the foregoing remedies, the aggrieved party may suspend performance or, if the aggrieved party is the lessor, proceed in accordance with the provisions of this article on the lessor’s right to identify goods to the lease contract notwithstanding default or to salvage unfinished goods (§ 28:2A-524).
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-402.
Section References
This section is referenced in § 28:2A-508 and § 28:2A-529.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-610.
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Aggrieved party”. Section 1-201(2).
“Goods”. Section 2A-103(1)(h).
“Lease contract”. Section 2A-103(1)(l).
“Lessor”. Section 2A-103(1)(p).
“Notifies”. Section 1-201(26).
“Party”. Section 1-201(29).
“Reasonable time”. Section 1-204(1) and (2).
“Remedy”. Section 1-201(34).
“Rights.” Section 1-201(36).
“Value”. Section 1-201(44).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part IV - Performance of Lease Contract: Repudiated, Substituted, and Excused › § 28:2A–403. Retraction of anticipatory repudiation

§ 28:2A–403. Retraction of anticipatory repudiation.
(a) Until the repudiating party’s next performance is due, the repudiating party can retract the repudiation unless, since the repudiation, the aggrieved party has cancelled the lease contract or materially changed the aggrieved party’s position or otherwise indicated that the aggrieved party considers the repudiation final.
(b) Retraction may be by any method that clearly indicates to the aggrieved party that the repudiating party intends to perform under the lease contract and includes any assurance demanded under § 28:2A-401.
(c) Retraction reinstates a repudiating party’s rights under a lease contract with due excuse and allowance to the aggrieved party for any delay occasioned by the repudiation.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-403.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-611.
Changes:
Revised to reflect leasing practices and terminology. Note that in the analogue to subsection (2) ( Section 2-611(2)) the adjective “justifiably” modifies demanded. The adjective was deleted here (as it was in Section 2A-401) as unnecessary, implying no substantive change.
Definitional Cross References:
“Aggrieved party”. Section 1-201(2).
“Cancellation”. Section 2A-103(1)(b).
“Lease contract”. Section 2A-103(1)(l).
“Party”. Section 1-201(29).
“Rights”. Section 1-201(36).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part IV - Performance of Lease Contract: Repudiated, Substituted, and Excused › § 28:2A–404. Substituted performance

§ 28:2A–404. Substituted performance.
(a) If without fault of the lessee, the lessor and the supplier, the agreed berthing, loading, or unloading facilities fail or the agreed type of carrier becomes unavailable or the agreed manner of delivery otherwise becomes commercially impracticable, but a commercially reasonable substitute is available, the substitute performance must be tendered and accepted.
(b) If the agreed means or manner of payment fails because of domestic or foreign governmental regulation:
(1) The lessor may withhold or stop delivery or cause the supplier to withhold or stop delivery unless the lessee provides a means or manner of payment that is commercially a substantial equivalent; and
(2) If delivery has already been taken, payment by the means or in the manner provided by the regulation discharges the lessee’s obligation unless the regulation is discriminatory, oppressive, or predatory.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-404.
Section References
This section is referenced in § 28:2A-405.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-614.
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Agreed”. Section 1-201(3).
“Delivery”. Section 1-201(14).
“Fault”. Section 2A-103(1)(f).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Supplier”. Section 2A-103(1)(x).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part IV - Performance of Lease Contract: Repudiated, Substituted, and Excused › § 28:2A–405. Excused performance

§ 28:2A–405. Excused performance.
Subject to § 28:2A-404 on substituted performance, the following rules apply:
(1) Delay in delivery or nondelivery in whole or in part by a lessor or a supplier who complies with paragraphs (2) and (3) of this section is not a default under the lease contract if performance as agreed has been made impracticable by the occurrence of a contingency the nonoccurrence of which was a basic assumption on which the lease contract was made or by compliance in good faith with any applicable foreign or domestic governmental regulation or order, whether or not the regulation or order later proves to be invalid.
(2) If the causes mentioned in paragraph (1) of this section affect only part of the lessor’s or the supplier’s capacity to perform, he or she shall allocate production and deliveries among his or her customers but at his or her option may include regular customers, not then under contract for sale or lease as well as his or her own requirements for further manufacture. He or she may so allocate in any manner that is fair and reasonable.
(3) The lessor seasonably shall notify the lessee and in the case of a finance lease the supplier seasonably shall notify the lessor and the lessee, if known, that there will be delay or nondelivery and, if allocation is required under paragraph (2) of this section, of the estimated quota thus made available for the lessee.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830; Apr. 9, 1997, D.C. Law 11-255, § 27(qq), 44 DCR 1271.)
Prior Codifications
1981 Ed., § 28:2A-405.
Section References
This section is referenced in § 28:2A-406.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-615.
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Agreed”. Section 1-201(3).
“Contract”. Section 1-201(11).
“Delivery”. Section 1-201(14).
“Finance lease”. Section 2A-103(1)(g).
“Good faith”. Sections 1-201(19) and 2-103(1)(b).
“Knows”. Section 1-201(25).
“Lease”. Section 2A-103(1)(j).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Notifies”. Section 1-201(26).
“Sale”. Section 2-106(1).
“Seasonably”. Section 1-204(3).
“Supplier”. Section 2A-103(1)(x).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part IV - Performance of Lease Contract: Repudiated, Substituted, and Excused › § 28:2A–406. Procedure on excused performance

§ 28:2A–406. Procedure on excused performance.
(a) If the lessee receives notification of a material or indefinite delay or an allocation justified under § 28:2A-405, the lessee may by written notification to the lessor as to any goods involved, and with respect to all of the goods if under an installment lease contract the value of the whole lease contract is substantially impaired (§ 28:2A-510):
(1) Terminate the lease contract (§ 28:2A-505(b)); or
(2) Except in a finance lease that is not a consumer lease, modify the lease contract by accepting the available quota in substitution, with due allowance from the rent payable for the balance of the lease term for the deficiency but without further right against the lessor.
(b) If, after receipt of a notification from the lessor under § 28:2A-405, the lessee fails so to modify the lease agreement within a reasonable time not exceeding 30 days, the lease contract lapses with respect to any deliveries affected.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-406.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-616(1) and (2).
Changes:
Revised to reflect leasing practices and terminology. Note that subsection 1(a) allows the lessee under a lease, including a finance lease, the right to terminate the lease for excused performance (Sections 2A-404 and 2A-405). However, subsection 1(b), which allows the lessee the right to modify the lease for excused performance, excludes a finance lease that is not a consumer lease. This exclusion is compelled by the same policy that led to codification of provisions with respect to irrevocable promises. Section 2A-407.
Definitional Cross References:
“Consumer lease”. Section 2A-103(1)(e).
“Delivery”. Section 1-201(14).
“Finance lease”. Section 2A-103(1)(g).
“Goods”. Section 2A-103(1)(h).
“Installment lease contract”. Section 2A-103(1)(i).
“Lease agreement”. Section 2A-103(1)(k).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Notice”. Section 1-201(25).
“Reasonable time”. Section 1-204(1) and (2).
“Receipt”. Section 2-103(1)(c).
“Rights”. Section 1-201(36).
“Termination”. Section 2A-103(1)(z).
“Value”. Section 1-201(44).
“Written”. Section 1-201(46).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart A - In General › § 28:2A–502. Notice after default

§ 28:2A–502. Notice after default.
Except as otherwise provided in this article or the lease agreement, the lessor or lessee in default under the lease contract is not entitled to notice of default or notice of enforcement from the other party to the lease agreement.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-502.
Uniform Commercial Code Comment
Uniform Statutory Source:
None.
Purposes:
This section makes clear that absent agreement to the contrary or provision in this Article to the contrary, e.g., Section 2A-516(3)(a), the party in default is not entitled to notice of default or enforcement. While a review of Part 5 of Article 9 leads to the same conclusion with respect to giving notice of default to the debtor, it is never stated. Although Article 9 requires notice of disposition and strict foreclosure, the different scheme of lessors’ and lessees’ rights and remedies developed under the common law, and codified by this Article, generally does not require notice of enforcement; furthermore, such notice is not mandated by due process requirements. However, certain sections of this Article do require notice. E.g., Section 2A-517(4).
Cross References:
Sections 2A-516(3)(a), 2A-517(4), and Article 9, esp. Part 5.
Definitional Cross References:
“Lease agreement”. Section 2A-103(1)(k).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Notice”. Section 1-201(25).
“Party”. Section 1-201(29).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart A - In General › § 28:2A–505. Cancellation and termination and effect of cancellation, termination, rescission, or fraud on rights and remedies

§ 28:2A–505. Cancellation and termination and effect of cancellation, termination, rescission, or fraud on rights and remedies.
(a) On cancellation of the lease contract, all obligations that are still executory on both sides are discharged, but any right based on prior default or performance survives, and the cancelling party also retains any remedy for default of the whole lease contract or any unperformed balance.
(b) On termination of the lease contract, all obligations that are still executory on both sides are discharged but any right based on prior default or performance survives.
(c) Unless the contrary intention clearly appears, expressions of “cancellation,” “rescission,” or the like of the lease contract may not be construed as a renunciation or discharge of any claim in damages for an antecedent default.
(d) Rights and remedies for material misrepresentation or fraud include all rights and remedies available under this article for default.
(e) Neither rescission nor a claim for rescission of the lease contract nor rejection or return of the goods may bar or be deemed inconsistent with a claim for damages or other right or remedy.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-505.
Section References
This section is referenced in § 28:2A-406, § 28:2A-508, and § 28:2A-523.
Uniform Commercial Code Comment
Uniform Statutory Source:
Sections 2-106(3) and (4), 2-720 and 2-721.
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Cancellation”. Section 2A-103(1)(b).
“Goods”. Section 2A-103(1)(h).
“Lease contract”. Section 2A-103(1)(l).
“Party”. Section 1-201(29).
“Remedy”. Section 1-201(34).
“Rights”. Section 1-201(36).
“Termination”. Section 2A-103(1)(z).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart A - In General › § 28:2A–506. Statute of limitations

§ 28:2A–506. Statute of limitations.
(a) An action for default under a lease contract, including breach of warranty or indemnity, must be commenced within 4 years after the cause of action accrued. By the original lease contract the parties may reduce the period of limitation to not less than 1 year.
(b) A cause of action for default accrues when the act or omission on which the default or breach of warranty is based is or should have been discovered by the aggrieved party, or when the default occurs, whichever is later. A cause of action for indemnity accrues when the act or omission on which the claim for indemnity is based is or should have been discovered by the indemnified party, whichever is later.
(c) If an action commenced within the time limited by subsection (a) of this section is so terminated as to leave available a remedy by another action for the same default or breach of warranty or indemnity, the other action may be commenced after the expiration of the time limited and within 6 months after the termination of the first action unless the termination resulted from voluntary discontinuance or from dismissal for failure or neglect to prosecute.
(d) This section does not alter the law on tolling of the statute of limitations nor does it apply to causes of action that have accrued before this article becomes effective.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-506.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-725.
Changes:
Substantially rewritten.
Purposes:
Subsection (1) does not incorporate the limitation found in Section 2-725(1) prohibiting the parties from extending the period of limitation. Breach of warranty and indemnity claims often arise in a lease transaction; with the passage of time such claims often diminish or are eliminated. To encourage the parties to commence litigation under these circumstances makes little sense.
Subsection (2) states two rules for determining when a cause of action accrues. With respect to default, the rule of Section 2-725(2) is not incorporated in favor of a more liberal rule of the later of the date when the default occurs or when the act or omission on which it is based is or should have been discovered. With respect to indemnity, a similarly liberal rule is adopted.
Cross References:
Sections 2-725(1) and 2-725(2).
Definitional Cross References:
“Action”. Section 1-201(1).
“Aggrieved party”. Section 1-201(2).
“Lease contract”. Section 2A-103(1)(l).
“Party”. Section 1-201(29).
“Remedy”. Section 1-201(34).
“Termination”. Section 2A-103(1)(z).
HISTORICAL NOTES
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart A - In General › § 28:2A–507. Proof of market rent: time and place

§ 28:2A–507. Proof of market rent: time and place.
(a) Damages based on market rent (§ 28:2A-519 or § 28:2A-528) are determined according to the rent for the use of the goods concerned for a lease term identical to the remaining lease term of the original lease agreement and prevailing at the time of the default.
(b) If evidence of rent for the use of the goods concerned for a lease term identical to the remaining lease term of the original lease agreement and prevailing at the times or places described in this article is not readily available, the rent prevailing within any reasonable time before or after the time described or at any other place or for a different lease term which in commercial judgment or under usage of trade would serve as a reasonable substitute for the one described may be used, making any proper allowance for the difference, including the cost of transporting the goods to or from the other place.
(c) Evidence of a relevant rent prevailing at a time or place or for a lease term other than the one described in this article offered by one party is not admissible unless and until he or she has given the other party notice the court finds sufficient to prevent unfair surprise.
(d) If the prevailing rent or value of any goods regularly leased in any established market is in issue, reports in official publications or trade journals or in newspapers or periodicals of general circulation published as the reports of that market are admissible in evidence. The circumstances of the preparation of the report may be shown to affect its weight but not its admissibility.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-507.
Uniform Commercial Code Comment
Uniform Statutory Source:
Sections 2-723 and 2-724.
Changes:
Revised to reflect leasing practices and terminology. Sections 2A-519 and 2A-528 specify the times as of which market rent is to be determined.
Definitional Cross References:
“Goods”. Section 2A-103(1)(h).
“Lease”. Section 2A-103(1)(j).
“Lease agreement”. Section 2A-103(1)(k).
“Notice”. Section 1-201(25).
“Party”. Section 1-201(29).
“Reasonable time”. Section 1-204(1) and (2).
“Usage of trade”. Section 1-205.
“Value”. Section 1-201(44).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–509. Lessee’s rights on improper delivery; rightful rejection

§ 28:2A–509. Lessee’s rights on improper delivery; rightful rejection.
(a) Subject to the provisions of § 28:2A-510 on default in installment lease contracts, if the goods or the tender or delivery fail in any respect to conform to the lease contract, the lessee may reject or accept the goods or accept any commercial unit or units and reject the rest of the goods.
(b) Rejection of goods is ineffective unless it is within a reasonable time after tender or delivery of the goods and the lessee seasonably notifies the lessor.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-509.
Section References
This section is referenced in § 28:2A-508 and § 28:2A-515.
Uniform Commercial Code Comment
Uniform Statutory Source:
Sections 2-601 and 2-602(1).
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Commercial unit”. Section 2A-103(1)(c).
“Conforming”. Section 2A-103(1)(d).
“Delivery”. Section 1-201(14).
“Goods”. Section 2A-103(1)(h).
“Installment lease contract”. Section 2A-103(1)(i).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Notifies”. Section 1-201(26).
“Reasonable time”. Section 1-204(1) and (2).
“Rights”. Section 1-201(36).
“Seasonably”. Section 1-204(3).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–510. Installment lease contracts: rejection and default

§ 28:2A–510. Installment lease contracts: rejection and default.
(a) Under an installment lease contract a lessee may reject any delivery that is nonconforming if the nonconformity substantially impairs the value of that delivery and cannot be cured or the nonconformity is a defect in the required documents; but if the nonconformity does not fall within subsection (b) of this section and the lessor or the supplier gives adequate assurance of its cure, the lessee must accept that delivery.
(b) Whenever nonconformity or default with respect to one or more deliveries substantially impairs the value of the installment lease contract as a whole, there is a default with respect to the whole. But, the aggrieved party reinstates the installment lease contract as a whole if the aggrieved party accepts a nonconforming delivery without seasonably notifying of cancellation or brings an action with respect only to past deliveries or demands performance as to future deliveries.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-510.
Section References
This section is referenced in § 28:2A-406, § 28:2A-508, § 28:2A-509, and § 28:2A-523.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-612.
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Action”. Section 1-201(1).
“Aggrieved party”. Section 1-201(2).
“Cancellation”. Section 2A-103(1)(b).
“Conforming”. Section 2A-103(1)(d).
“Delivery”. Section 1-201(14).
“Installment lease contract”. Section 2A-103(1)(i).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Notifies”. Section 1-201(26).
“Seasonably”. Section 1-204(3).
“Supplier”. Section 2A-103(1)(x).
“Value”. Section 1-201(44).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–511. Merchant lessee’s duties as to rightfully rejected goods

§ 28:2A–511. Merchant lessee’s duties as to rightfully rejected goods.
(a) Subject to any security interest of a lessee (§ 28:2A-508(e)), if a lessor or a supplier has no agent or place of business at the market of rejection, a merchant lessee, after rejection of goods in his or her possession or control, shall follow any reasonable instructions received from the lessor or the supplier with respect to the goods. In the absence of those instructions, a merchant lessee shall make reasonable efforts to sell, lease, or otherwise dispose of the goods for the lessor’s account if they threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming.
(b) If a merchant lessee (subsection (a) of this section) or any other lessee (§ 28:2A-512) disposes of goods, he or she is entitled to reimbursement either from the lessor or the supplier or out of the proceeds for reasonable expenses of caring for and disposing of the goods and, if the expenses include no disposition commission, to such commission as is usual in the trade, or if there is none, to a reasonable sum not exceeding 10% of the gross proceeds.
(c) In complying with this section or § 28:2A-512, the lessee is held only to good faith. Good faith conduct hereunder is neither acceptance or conversion nor the basis of an action for damages.
(d) A purchaser who purchases in good faith from a lessee pursuant to this section or § 28:2A-512 takes the goods free of any rights of the lessor and the supplier even though the lessee fails to comply with one or more of the requirements of this article.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-511.
Section References
This section is referenced in § 28:2A-305 and § 28:2A-512.
Uniform Commercial Code Comment
Uniform Statutory Source:
Sections 2-603 and 2-706(5).
Changes:
Revised to reflect leasing practices and terminology. This section, by its terms, applies to merchants as well as others. Thus, in construing the section it is important to note that under this Act the term good faith is defined differently for merchants ( Section 2-103(1)(b)) than for others ( Section 1-201(19)). Section 2A-103(3) and (4).
Definitional Cross References:
“Action”. Sections 1-201(1).
“Good faith”. Sections 1-201(19) and 2-103(1)(b).
“Goods”. Section 2A-103(1)(h).
“Lease”. Section 2A-103(1)(j).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Merchant lessee”. Section 2A-103(1)(t).
“Purchaser”. Section 1-201(33).
“Rights”. Section 1-201(36).
“Security interest”. Section 1-201(37).
“Supplier”. Section 2A-103(1)(x).
“Value”. Section 1-201(44).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–512. Lessee’s duties as to rightfully rejected goods

§ 28:2A–512. Lessee’s duties as to rightfully rejected goods.
(a) Except as otherwise provided with respect to goods that threaten to decline in value speedily (§ 28:2A-511) and subject to any security interest of a lessee (§ 28:2A-508(e)):
(1) The lessee, after rejection of goods in the lessee’s possession, shall hold them with reasonable care at the lessor’s or the supplier’s disposition for a reasonable time after the lessee’s seasonable notification of rejection;
(2) If the lessor or the supplier gives no instructions within a reasonable time after notification of rejection, the lessee may store the rejected goods for the lessor’s or the supplier’s account or ship them to the lessor or the supplier or dispose of them for the lessor’s or the supplier’s account with reimbursement in the manner provided in § 28:2A-511; but
(3) The lessee has no further obligations with regard to goods rightfully rejected.
(b) Action by the lessee pursuant to subsection (a) of this section is not acceptance or conversion.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-512.
Section References
This section is referenced in § 28:2A-511.
Uniform Commercial Code Comment
Uniform Statutory Source:
Sections 2-602(2)(b) and (c) and 2-604.
Changes:
Substantially rewritten.
Purposes:
The introduction to subsection (1) references goods that threaten to decline in value speedily and not perishables, the reference in Section 2-604, the statutory analogue. This is a change in style, not substance, as the first phrase includes the second. Subparagraphs (a) and (c) are revised versions of the provisions of Section 2-602(2)(b) and (c). Subparagraph (a) states the rule with respect to the lessee’s treatment of goods in its possession following rejection; subparagraph (b) states the rule regarding such goods if the lessor or supplier then fails to give instructions to the lessee. If the lessee performs in a fashion consistent with subparagraphs (a) and (b), subparagraph (c) exonerates the lessee.
Cross References:
Sections 2-602(2)(b), 2-602(2)(c) and 2-604.
Definitional Cross References:
“Action”. Section 1-201(1).
“Goods”. Section 2A-103(1)(h).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Notification”. Section 1-201(26).
“Reasonable time”. Section 1-204(1) and (2).
“Seasonably”. Section 1-204(3).
“Security interest”. Section 1-201(37).
“Supplier”. Section 2A-103(1)(x).
“Value”. Section 1-201(44).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–513. Cure by lessor of improper tender or delivery; replacement

§ 28:2A–513. Cure by lessor of improper tender or delivery; replacement.
(a) If any tender or delivery by the lessor or the supplier is rejected because nonconforming and the time for performance has not yet expired, the lessor or the supplier may seasonably notify the lessee of the lessor’s or the supplier’s intention to cure and may then make a conforming delivery within the time provided in the lease contract.
(b) If the lessee rejects a nonconforming tender that the lessor or the supplier had reasonable grounds to believe would be acceptable with or without money allowance, the lessor or the supplier may have a further reasonable time to substitute a conforming tender if he or she seasonably notifies the lessee.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-513.
Section References
This section is referenced in § 28:2A-514.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-508.
Changes:
Revised to reflect leasing practices and terminology.
Definitional Cross References:
“Conforming”. Section 2A-103(1)(d).
“Delivery”. Section 1-201(14).
“Lease contract”. Section 2A-103(1)(l).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Money”. Section 1-201(24).
“Notifies”. Section 1-201(26).
“Reasonable time”. Section 1-204(1) and (2).
“Seasonably”. Section 1-204(3).
“Supplier”. Section 2A-103(1)(x).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–514. Waiver of lessee’s objections

§ 28:2A–514. Waiver of lessee’s objections.
(a) In rejecting goods, a lessee’s failure to state a particular defect that is ascertainable by reasonable inspection precludes the lessee from relying on the defect to justify rejection or to establish default:
(1) If, stated seasonably, the lessor or the supplier could have cured it (§ 28:2A-513); or
(2) Between merchants if the lessor or the supplier after rejection has made a request in writing for a full and final written statement of all defects on which the lessee proposes to rely.
(b) A lessee’s failure to reserve rights when paying rent or other consideration against documents precludes recovery of the payment for defects apparent in the documents.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830; Apr. 27, 2013, D.C. Law 19-299, § 4(d), 60 DCR 2634.)
Prior Codifications
1981 Ed., § 28:2A-514.
Effect of Amendments
The 2013 amendment by D.C. Law 19-299 substituted “apparent in the documents” for “apparent on the face of the documents” in (b).
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-605.
Changes:
Revised to reflect leasing practices and terminology.
Purposes:
The principles applicable to the commercial practice of payment against documents (subsection 2) are explained in official comment 4 to Section 2-605, the statutory analogue to this section.
Cross Reference:
Section 2-605 official comment 4.
Definitional Cross References:
“Between merchants”. Section 2-104(3).
“Goods”. Section 2A-103(1)(h).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Rights”. Section 1-201(36).
“Seasonably”. Section 1-204(3).
“Supplier”. Section 2A-103(1)(x).
“Writing”. Section 1-201(46).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–515. Acceptance of goods

§ 28:2A–515. Acceptance of goods.
(a) Acceptance of goods occurs after the lessee has had a reasonable opportunity to inspect the goods, and
(1) The lessee signifies or acts with respect to the goods in a manner that signifies to the lessor or the supplier that the goods are conforming or that the lessee will take or retain them in spite of their nonconformity; or
(2) The lessee fails to make an effective rejection of the goods (§ 28:2A-509(b)).
(b) Acceptance of a part of any commercial unit is acceptance of that entire unit.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-515.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-606.
Changes:
The provisions of Section 2-606(1)(a) were substantially rewritten to provide that the lessee’s conduct may signify acceptance. Further, the provisions of Section 2-606(1)(c) were not incorporated as irrelevant given the lessee’s possession and use of the leased goods.
Cross References:
Sections 2-606(1)(a) and 2-606(1)(c).
Definitional Cross References:
“Commercial unit”. Section 2A-103(1)(c).
“Conforming”. Section 2A-103(1)(d).
“Goods”. Section 2A-103(1)(h).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Supplier”. Section 2A-103(1)(x).
2023 District of Columbia Code › Title 28 - Commercial Instruments and Transactions. [Enacted title] › Subtitle I - Uniform Commercial Code › Article 2A - Leases › Part V - Default › Subpart B - Default by Lessor › § 28:2A–520. Lessee’s incidental and consequential damages

§ 28:2A–520. Lessee’s incidental and consequential damages.
(a) Incidental damages resulting from a lessor’s default include expenses reasonably incurred in inspection, receipt, transportation, and care and custody of goods rightfully rejected or goods the acceptance of which is justifiably revoked, any commercially reasonable charges, expenses or commissions in connection with effecting cover, and any other reasonable expense incident to the default.
(b) Consequential damages resulting from a lessor’s default include:
(1) Any loss resulting from general or particular requirements and needs of which the lessor at the time of contracting had reason to know and which could not reasonably be prevented by cover or otherwise; and
(2) Injury to person or property proximately resulting from any breach of warranty.
(July 22, 1992, D.C. Law 9-128, § 2(b), 39 DCR 3830.)
Prior Codifications
1981 Ed., § 28:2A-520.
Section References
This section is referenced in § 28:2A-508.
Uniform Commercial Code Comment
Uniform Statutory Source:
Section 2-715.
Changes:
Revised to reflect leasing terminology and practices.
Purposes:
Subsection (1), a revised version of the provisions of Section 2-715(1), lists some examples of incidental damages resulting from a lessor’s default; the list is not exhaustive. Subsection (1) makes clear that it applies not only to rightful rejection, but also to justifiable revocation.
Subsection (2), a revised version of the provisions of Section 2-715(2), lists some examples of consequential damages resulting from a lessor’s default; the list is not exhaustive.
Cross References:
Section 2-715.
Definitional Cross References:
“Goods”. Section 2A-103(1)(h).
“Knows”. Section 1-201(25).
“Lessee”. Section 2A-103(1)(n).
“Lessor”. Section 2A-103(1)(p).
“Person”. Section 1-201(30).
“Receipt”. Section 2-103(1)(c).