reglab/statecodes huggingface dataset:
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.209 - Lessee under finance lease as beneficiary of supply contract.

411.209
Lessee under finance lease as beneficiary of supply contract.
(1)
The benefit of a supplier's promises to the lessor under the supply contract and of all warranties, whether express or implied, including those of a 3rd party provided in connection with or as part of the supply contract, extends to the lessee to the extent of the lessee's leasehold interest under a finance lease related to the supply contract, but is subject to the terms of the warranty and of the supply contract and all defenses or claims arising therefrom.
(2)
The extension of the benefit of a supplier's promises and of warranties to the lessee does not modify the rights and obligations of the parties to the supply contract, whether arising therefrom or otherwise, or impose any duty or liability under the supply contract on the lessee.
(3)
A modification or rescission of the supply contract by the supplier and the lessor is effective between the supplier and the lessee unless, before the modification or rescission, the supplier receives notice that the lessee has entered into a finance lease related to the supply contract. If the modification or rescission is effective between the supplier and the lessee, the lessor is considered to have assumed, in addition to the obligations of the lessor to the lessee under the lease contract, promises of the supplier to the lessor and warranties that were so modified or rescinded as they existed and were available to the lessee before modification or rescission.
(4)
In addition to the extension of the benefit of the supplier's promises and of warranties to the lessee under sub. (1), the lessee retains all rights that the lessee may have against the supplier which arise from an agreement between the lessee and the supplier or under other law.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.210 - Express warranties.

411.210
Express warranties.
(1)
Express warranties by the lessor are created as follows:
(a)
Any affirmation of fact or promise made by the lessor to the lessee that relates to the goods and becomes part of the basis of the bargain creates an express warranty that the goods will conform to the affirmation or promise.
(b)
Any description of the goods that is made part of the basis of the bargain creates an express warranty that the goods will conform to the description.
(c)
Any sample or model that is made part of the basis of the bargain creates an express warranty that the whole of the goods will conform to the sample or model.
(2)
It is not necessary to the creation of an express warranty that the lessor use formal words, such as “warrant" or “guarantee", or that the lessor 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 lessor's opinion or commendation of the goods does not create a warranty.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.211 - Warranties against interference and against infringement; lessee's obligation against infringement.

411.211
Warranties against interference and against infringement; lessee's obligation against infringement.
(1)
There is in a lease contract a warranty that for the lease term no person holds a claim to or interest in the goods that arose from an act or omission of the lessor, other than a claim by way of infringement or the like, that will interfere with the lessee's enjoyment of its leasehold interest.
(2)
Except in a finance lease, there is in a lease contract by a lessor who is a merchant regularly dealing in goods of the kind a warranty that the goods are delivered free of the rightful claim of any person by way of infringement or the like.
(3)
A lessee who furnishes specifications to a lessor or a supplier shall hold the lessor and the supplier harmless against any claim by way of infringement or the like that arises out of compliance with the specifications.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.212 - Implied warranty of merchantability.

411.212
Implied warranty of merchantability.
(1)
Except in a finance lease, a warranty that the goods will be merchantable is implied in a lease contract if the lessor is a merchant with respect to goods of that kind.
(2)
To be merchantable, goods shall meet all of the following minimum standards:
(a)
Pass without objection in the trade under the description in the lease agreement.
(b)
If fungible goods, be of fair average quality within the description.
(c)
Be fit for the ordinary purposes for which goods of that type are used.
(d)
Run, within the variation permitted by the lease agreement, of even kind, quality and quantity within each unit and among all units involved.
(e)
Be adequately contained, packaged and labeled as the lease agreement requires.
(f)
Conform to any promises or affirmations of fact made on the container or label.
(3)
Other implied warranties may arise from course of dealing or usage of trade.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.213 - Implied warranty of fitness for particular purpose.

411.213
Implied warranty of fitness for particular purpose.
Except in a finance lease, if the lessor when the lease contract is made has reason to know of any particular purpose for which the goods are required and that the lessee is relying on the lessor's skill or judgment to select or furnish suitable goods, there is in the lease contract an implied warranty that the goods will be fit for that purpose.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.214 - Exclusion or modification of warranties.

411.214
Exclusion or modification of warranties.
(1)
Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit a warranty shall be construed wherever reasonable as consistent with each other; but, subject to s. 411.202, negation or limitation is inoperative to the extent that the construction is unreasonable.
(2)
Subject to sub. (3), to exclude or modify the implied warranty of merchantability or a part of it the language shall mention “merchantability", be by a writing and be conspicuous. Subject to sub. (3), to exclude or modify an implied warranty of fitness the exclusion shall be by a writing and be conspicuous. Language to exclude all implied warranties of fitness is sufficient if it is in writing, is conspicuous and states, for example, “There is no warranty that the goods will be fit for a particular purpose."
(3)
Notwithstanding sub. (2), but subject to sub. (4), all of the following apply:
(a)
Unless the circumstances indicate otherwise, all implied warranties are excluded by expressions such as “as is", or “with all faults", or by other language that in common understanding calls the lessee's attention to the exclusion of warranties and makes plain that there is no implied warranty, if in writing and conspicuous.
(b)
If the lessee before entering into the lease contract examines the goods or the sample or model as fully as desired or refuses to examine the goods, there is no implied warranty with regard to defects that an examination ought in the circumstances to have revealed.
(c)
An implied warranty may also be excluded or modified by course of dealing, course of performance, or usage of trade.
(4)
To exclude or modify a warranty against interference or against infringement or any part of that warranty, the language shall be specific, be by a writing, and be conspicuous, unless the circumstances, including course of performance, course of dealing, or usage of trade, give the lessee reason to know that the goods are being leased subject to a claim or interest of any person.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.215 - Cumulation and conflict of warranties express or implied.

411.215
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 that construction is unreasonable, the intention of the parties determines which warranty is dominant. In ascertaining that intention, all of the following apply:
(1)
Exact or technical specifications displace an inconsistent sample or model or general language of description.
(2)
A sample from an existing bulk displaces inconsistent general language of description.
(3)
Express warranties displace inconsistent implied warranties other than an implied warranty of fitness for a particular purpose.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.216 - Third-party beneficiaries of express and implied warranties.

411.216
Third-party beneficiaries of express and implied warranties.
A warranty to or for the benefit of a lessee under this chapter, whether express or implied, extends to any natural person who is in the family or household of the lessee or who is a guest in the lessee's home if it is reasonable to expect that the person may use, consume or be affected by the goods and who is injured in person by breach of the warranty. This section does not displace principles of law and equity that extend a warranty to or for the benefit of a lessee to other persons. The operation of this section may not be excluded, modified or limited, but an exclusion, modification or limitation of the warranty, including any with respect to rights and remedies, effective against the lessee is also effective against a beneficiary designated under this section.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.217 - Identification.

411.217
Identification.
Identification of goods as goods to which a lease contract refers may be made at any time and in any manner explicitly agreed to by the parties. In the absence of explicit agreement, identification occurs when any of the following occurs:
(1)
The lease contract is made if the lease contract is for a lease of goods that are existing and identified.
(2)
The goods are shipped, marked, or otherwise designated by the lessor as goods to which the lease contract refers, if the lease contract is for a lease of goods that are not existing and identified.
(3)
The young are conceived, if the lease contract is for a lease of unborn young of animals.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.218 - Insurance and proceeds.

411.218
Insurance and proceeds.
(1)
A lessee obtains an insurable interest when existing goods are identified to the lease contract even though the goods identified are nonconforming and the lessee has an option to reject them.
(2)
If a lessee has an insurable interest only by reason of the lessor's identification of the goods, the lessor, until default or insolvency or notification to the lessee that identification is final, may substitute other goods for those identified.
(3)
Notwithstanding a lessee's insurable interest under subs. (1) and (2), the lessor retains an insurable interest until an option to buy has been exercised by the lessee and risk of loss has passed to the lessee.
(4)
Nothing in this section impairs an insurable interest recognized under any other statute or rule of law.
(5)
The parties, by agreement, may determine that one or more parties have an obligation to obtain and, pay for insurance covering the goods and, by agreement, may determine the beneficiary of the proceeds of the insurance.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.219 - Risk of loss.

411.219
Risk of loss.
(1)
Except in the case of a finance lease, risk of loss is retained by the lessor and does not pass to the lessee. In the case of a finance lease, risk of loss passes to the lessee.
(2)
Subject to s. 411.220, if risk of loss is to pass to the lessee and the time of passage is not stated, all of the following apply:
(a)
If the lease contract requires or authorizes the goods to be shipped by carrier and the lease contract does not require delivery at a particular destination, the risk of loss passes to the lessee when the goods are delivered to the carrier; but if the lease contract does require delivery at a particular destination and the goods are tendered while in the possession of the carrier, the risk of loss passes to the lessee when the goods are so tendered as to enable the lessee to take delivery.
(b)
If the goods are held by a bailee to be delivered without being moved, the risk of loss passes to the lessee on acknowledgment by the bailee of the lessee's right to possession of the goods.
(c)
In any case not within par. (a) or (b), the risk of loss passes to the lessee on the lessee's receipt of the goods if the lessor, or, in the case of a finance lease, the supplier, is a merchant; otherwise the risk passes to the lessee on tender of delivery.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.220 - Effect of default on risk of loss.

411.220
Effect of default on risk of loss.
(1)
If risk of loss is to pass to the lessee and the time of passage is not stated, all of the following apply:
(a)
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.
(b)
If the lessee rightfully revokes acceptance, the lessee, 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.
(2)
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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.221 - Casualty to identified goods.

411.221
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 under the lease agreement or s. 411.219, then all of the following apply:
(1)
If the loss is total, the lease contract is avoided.
(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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.301 - Enforceability of lease contract.

411.301
Enforceability of lease contract.
Except as otherwise provided in this chapter, a lease contract is effective and enforceable according to its terms between the parties, against purchasers of the goods and against creditors of the parties.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.302 - Title to and possession of goods.

411.302
Title to and possession of goods.
Except as otherwise provided in this chapter, this chapter applies whether the lessor or a 3rd party has title to the goods, and whether the lessor, the lessee, or a 3rd party has possession of the goods, notwithstanding any statute or rule of law that possession or the absence of possession is fraudulent.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.304 - Subsequent lease of goods by lessor.

411.304
Subsequent lease of goods by lessor.
(1)
(a)
Subject to s. 411.303, a subsequent lessee from a lessor of goods under an existing lease contract obtains, to the extent of the leasehold interest transferred, the leasehold interest in the goods that the lessor had or had power to transfer, and except as provided in sub. (2) and s. 411.527 (4), takes subject to the existing lease contract.
(b)
A lessor with voidable title has power to transfer a good leasehold interest to a good faith subsequent lessee for value, but only to the extent set forth in par. (a).
(c)
If goods have been delivered under a transaction of purchase, the lessor has that power even if any of the following occurs:
1.
The lessor's transferor was deceived as to the identity of the lessor.
2.
The delivery was in exchange for a check that is later dishonored.
3.
It was agreed that the transaction was to be a cash sale.
4.
The delivery was procured through fraud and is punishable under s. 943.20 or 943.34.
(2)
A subsequent lessee in ordinary course of business from a lessor who is a merchant dealing in goods of that kind to whom the goods were entrusted by the existing lessee of that lessor before the interest of the subsequent lessee became enforceable against that lessor obtains, to the extent of the leasehold interest transferred, all of that lessor's and the existing lessee's rights to the goods, and takes free of the existing lease contract.
(3)
A subsequent lessee from the lessor of goods that are subject to an existing lease contract and that are covered by a certificate of title issued under a statute of this state or of another jurisdiction takes no greater rights than those provided by this section and by the certificate of title statute.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.305 - Sale or sublease of goods by lessee.

411.305
Sale or sublease of goods by lessee.
(1)
(a)
Subject to s. 411.303, a buyer or sublessee from the lessee of goods under an existing lease contract obtains, to the extent of the interest transferred, the leasehold interest in the goods that the lessee had or had power to transfer, and, except as provided in sub. (2) and s. 411.511 (4), takes subject to the existing lease contract.
(b)
A lessee with a voidable leasehold interest has power to transfer a good leasehold interest to a good faith buyer for value or a good faith sublessee for value, but only to the extent set forth in par. (a).
(c)
When goods have been delivered under a transaction of lease the lessee has that power even if any of the following occurs:
1.
The lessor was deceived as to the identity of the lessee.
2.
The delivery was in exchange for a check that is later dishonored.
3.
The delivery was procured through fraud and is punishable under s. 943.20 or 943.34.
(2)
A buyer in ordinary course of business or a sublessee in ordinary course of business from a lessee who is a merchant dealing in goods of that kind to whom the goods were entrusted by the lessor obtains, to the extent of the interest transferred, all of the lessor's and lessee's rights to the goods, and takes free of the existing lease contract.
(3)
A buyer or sublessee from the lessee of goods that are subject to an existing lease contract and that are covered by a certificate of title issued under a statute of this state or of another jurisdiction takes no greater rights than those provided by this section and by the certificate of title statute.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.306 - Priority of certain liens arising by operation of law.

411.306
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 chapter 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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.307 - Priority of liens arising by attachment or levy on, security interests in, and other claims to goods.

411.307
Priority of liens arising by attachment or levy on, security interests in, and other claims to goods.
(1)
Except as provided in s. 411.306, a creditor of a lessee takes subject to the lease contract.
(2)
Except as provided in sub. (3) and ss. 411.306 and 411.308, a creditor of a lessor takes subject to the lease contract unless the creditor holds a lien that attached to the goods before the lease contract became enforceable.
(3)
Except as otherwise provided in ss. 409.317, 409.321, and 409.323, a lessee takes a leasehold interest subject to a security interest held by a creditor of the lessor.
History:  1991 a. 148; 2001 a. 10.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.308 - Special rights of creditors.

411.308
Special rights of creditors.
(1)
A creditor of a lessor in possession of goods subject to a lease contract may treat the lease contract as void if as against the creditor retention of possession by the lessor is fraudulent under any statute or rule of law, but retention of possession in good faith and current course of trade by the lessor for a commercially reasonable time after the lease contract becomes enforceable is not fraudulent.
(2)
Nothing in this chapter impairs the rights of a creditor of a lessor if all of the following occur:
(a)
The lease contract becomes enforceable, not in current course of trade but in satisfaction of or as security for a preexisting claim for money, security or the like.
(b)
The lease contract is made under circumstances that under any statute or rule of law apart from this chapter would constitute the transaction a fraudulent transfer or voidable preference.
(3)
A creditor of a seller may treat a sale or an identification of goods to a contract for sale as void if as against the creditor retention of possession by the seller is fraudulent under any statute or rule of law, but retention of possession of the goods under a lease contract entered into by the seller as lessee and the buyer as lessor in connection with the sale or identification of the goods is not fraudulent if the buyer bought for value and in good faith.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.310 - Lessor's and lessee's rights when goods become accessions.

411.310
Lessor's and lessee's rights when goods become accessions.
(1)
In this section, “accessions" means goods that are installed in or affixed to other goods.
(2)
The interest of a lessor or a lessee under a lease contract entered into before the goods become accessions is superior to all interests in the whole except as provided in sub. (4).
(3)
The interest of a lessor or a lessee under a lease contract entered into when or after the goods become accessions is superior to all subsequently acquired interests in the whole except as provided in sub. (4) but is subordinate to interests in the whole existing when the lease contract was made unless the holders of such interests in the whole consent in writing to the lease or disclaim in writing an interest in the goods as part of the whole.
(4)
The interest of a lessor or a lessee under a lease contract described in sub. (2) or (3) is subordinate to the interest of any of the following:
(a)
A buyer in the ordinary course of business or a lessee in the ordinary course of business of any interest in the whole acquired after the goods become accessions.
(b)
A creditor with a security interest in the whole perfected before the lease contract is made to the extent that the creditor makes subsequent advances without knowledge of the lease contract.
(5)
When under subs. (2) and (4) or under subs. (3) and (4) a lessor or a lessee of accessions holds an interest that is superior to all interests in the whole, the lessor or the lessee may on default, expiration, termination or cancellation of the lease contract by the other party but subject to the lease contract and this chapter, or if necessary to enforce his or her other rights and remedies under this chapter, remove the goods from the whole, free and clear of all interests in the whole, but he or she shall reimburse any holder of an interest in the whole who is not the lessee and who has not otherwise agreed for the cost of repair of any physical injury but not for any diminution in value of the whole caused by the absence of the goods removed or by any necessity for replacing them. A person entitled to reimbursement may refuse permission to remove until the party seeking removal gives adequate security for the performance of this obligation.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.401 - Insecurity: adequate assurance of performance.

411.401
Insecurity: adequate assurance of performance.
(1)
A lease contract imposes an obligation on each party that the other's expectation of receiving due performance shall not be impaired.
(2)
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.
(3)
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.
(4)
Between merchants, the reasonableness of grounds for insecurity and the adequacy of any assurance offered shall be determined according to commercial standards.
(5)
Acceptance of a nonconforming delivery or payment does not prejudice the aggrieved party's right to demand adequate assurance of future performance.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.402 - Anticipatory repudiation.

411.402
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 do any of the following:
(1)
For a commercially reasonable time, await retraction of repudiation and performance by the repudiating party.
(2)
Make demand under s. 411.401 and await assurance of future performance adequate under the circumstances of the particular case.
(3)
Resort to any right or remedy upon default under the lease contract or this chapter, 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 s. 411.524.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.403 - Retraction of anticipatory repudiation.

411.403
Retraction of anticipatory repudiation.
(1)
Until the repudiating party's next performance is due, the repudiating party may retract the repudiation unless the aggrieved party has, since the repudiation, canceled the lease contract or materially changed the aggrieved party's position or otherwise indicated that the aggrieved party considers the repudiation final.
(2)
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 s. 411.401.
(3)
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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.404 - Substituted performance.

411.404
Substituted performance.
(1)
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 shall be tendered and accepted.
(2)
If the agreed means or manner of payment fails because of domestic or foreign governmental regulation, all of the following apply:
(a)
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.
(b)
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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.405 - Excused performance.

411.405
Excused performance.
Subject to s. 411.404 on substituted performance, the following apply:
(1)
Delay in delivery or nondelivery in whole or in part by a lessor or a supplier who complies with subs. (2) and (3) 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 sub. (1) 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 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 sub. (2), of the estimated quota available for the lessee.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.406 - Procedure on excused performance.

411.406
Procedure on excused performance.
(1)
If the lessee receives notification of a material or indefinite delay or an allocation justified under s. 411.405, 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, do any of the following:
(a)
Terminate the lease contract.
(b)
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.
(2)
If after receipt of a notification from the lessor under s. 411.405 the lessee fails to modify the lease agreement within a reasonable time not exceeding 30 days, the lease contract lapses with respect to any deliveries affected.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.407 - Irrevocable promises: finance leases.

411.407
Irrevocable promises: finance leases.
(1)
In the case of a finance lease that is not a consumer lease, the lessee's promises under the lease contract become irrevocable and independent upon the lessee's acceptance of the goods.
(2)
A promise that becomes irrevocable and independent under sub. (1) is effective and enforceable between the parties, and by or against 3rd parties including assignees of the parties, and is not subject to cancellation, termination, modification, repudiation, excuse or substitution without the consent of the party to whom the promise runs.
(3)
This section does not affect the validity under any other law of a covenant in a lease contract making the lessee's promises irrevocable and independent upon the lessee's acceptance of the goods.
History:  1991 a. 148.
Brothers at Arms Length: UCC Article 2A, Captive Finance Companies and the Close-Connection Doctrine. Smith. 1999 WLR 1052.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.501 - Default: Procedure.

411.501
Default: Procedure.
(1)
Whether the lessor or the lessee is in default under a lease contract is determined by the lease agreement and this chapter.
(2)
If the lessor or the lessee is in default under the lease contract, the party seeking enforcement has rights and remedies as provided in this chapter and, except as limited by this chapter, as provided in the lease agreement.
(3)
If the lessor or the lessee is in default under the lease contract, the party seeking enforcement may reduce the party's claim to judgment, or otherwise enforce the lease contract by self-help or any available judicial procedure or nonjudicial procedure, including administrative proceeding, arbitration or the like, in accordance with this chapter.
(4)
Except as otherwise provided in s. 401.305 (1), this chapter or the lease agreement, the rights and remedies in subs. (2) and (3) are cumulative.
(5)
If the lease agreement covers both real property and goods, the party seeking enforcement may proceed under this subchapter as to the goods, or under other applicable law as to both the real property and the goods in accordance with that party's rights and remedies in respect of the real property, in which case this subchapter does not apply.
History:  1991 a. 148; 2009 a. 320.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.502 - Notice after default.

411.502
Notice after default.
Except as otherwise provided in this chapter 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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.503 - Modification or impairment of rights and remedies.

411.503
Modification or impairment of rights and remedies.
(1)
Except as otherwise provided in this chapter, the lease agreement may include rights and remedies for default in addition to or in substitution for those provided in this chapter and may limit or alter the measure of damages recoverable under this chapter.
(2)
Resort to a remedy provided under this chapter or in the lease agreement is optional unless the remedy is expressly agreed to be exclusive. If circumstances cause an exclusive or limited remedy to fail of its essential purpose, or if provision for an exclusive remedy is unconscionable, remedy may be had as provided in this chapter.
(3)
Consequential damages may be liquidated under s. 411.504, or may otherwise be limited, altered or excluded unless the limitation, alteration or exclusion is unconscionable. Limitation, alteration or exclusion of consequential damages for injury to the person in the case of consumer goods is prima facie unconscionable but limitation, alteration or exclusion of damages where the loss is commercial is not prima facie unconscionable.
(4)
Rights and remedies on default by the lessor or the lessee with respect to any obligation or promise that is collateral or ancillary to the lease contract are not impaired by this chapter.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.504 - Liquidation of damages.

411.504
Liquidation of damages.
(1)
Damages payable by either party for default, or for any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or loss of or damage to the lessor's residual interest, may be liquidated in the lease agreement but only at an amount or by a formula that is reasonable in light of the then anticipated harm caused by the default or other act or omission.
(2)
If the lease agreement provides for liquidation of damages, and the provision does not comply with sub. (1), or the provision is an exclusive or limited remedy that circumstances cause to fail of its essential purpose, remedy may be had as provided in this chapter.
(3)
If the lessor justifiably withholds or stops delivery of goods because of the lessee's default or insolvency, the lessee is entitled to restitution of any amount by which the sum of his or her payments exceeds any of the following:
(a)
The amount to which the lessor is entitled by virtue of terms liquidating the lessor's damages in accordance with sub. (1).
(b)
In the absence of terms liquidating the lessor's damages in accordance with sub. (1), 20 percent of the then present value of the total rent that the lessee was obligated to pay for the balance of the lease term, or, in the case of a consumer lease, the lesser of that amount or $500.
(4)
A lessee's right to restitution under sub. (3) is subject to offset to the extent that the lessor establishes all of the following:
(a)
A right to recover damages under provisions of this chapter other than sub. (1).
(b)
The amount or value of any benefits received by the lessee directly or indirectly by reason of the lease contract.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.505 - Cancellation and termination and effect of cancellation, termination, rescission or fraud on rights and remedies.

411.505
Cancellation and termination and effect of cancellation, termination, rescission or fraud on rights and remedies.
(1)
On cancellation of the lease contract, all obligations that are still executory on both sides are discharged, but any right based on earlier default or performance survives, and the canceling party also retains any remedy for default of the whole lease contract or any unperformed balance.
(2)
On termination of the lease contract, all obligations that are still executory on both sides are discharged but any right based on earlier default or performance survives.
(3)
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 earlier default.
(4)
Rights and remedies for material misrepresentation or fraud include all rights and remedies available under this chapter for default.
(5)
Neither rescission nor a claim for rescission of the lease contract nor rejection or return of the goods may bar or be considered inconsistent with a claim for damages or other right or remedy.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.506 - Statute of limitations.

411.506
Statute of limitations.
(1)
An action for default under a lease contract, including breach of warranty or indemnity, shall 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 one year.
(2)
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.
(3)
If an action commenced within the time limit under sub. (1) 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 limit 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.
(4)
This section does not alter the law on tolling of the statute of limitations nor does it apply to a cause of action that accrues before July 1, 1992.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.507 - Proof of market rent: time and place.

411.507
Proof of market rent: time and place.
(1)
Damages based on market rent 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 times specified in ss. 411.519 and 411.528.
(2)
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 chapter 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 that 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.
(3)
Evidence of a relevant rent prevailing at a time or place or for a lease term other than the one described in this chapter offered by one party is not admissible unless he or she has given the other party notice that the court finds sufficient to prevent unfair surprise.
(4)
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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.508 - Lessee's remedies.

411.508
Lessee's remedies.
(1)
If a lessor fails to deliver the goods in conformity to the lease contract or repudiates the lease contract, or a lessee rightfully rejects the goods or justifiably revokes acceptance of the goods, then with respect 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, the lessor is in default under the lease contract and the lessee may do any of the following:
(a)
Cancel the lease contract.
(b)
Recover so much of the rent and security as has been paid and is just under the circumstances.
(c)
Cover and recover damages as to all goods affected whether or not they have been identified to the lease contract, or recover damages for nondelivery.
(d)
Exercise any other rights or pursue any other remedies provided in the lease contract.
(2)
If a lessor fails to deliver the goods in conformity to the lease contract or repudiates the lease contract, in addition to the remedies under sub. (1), the lessee may do any of the following:
(a)
If the goods have been identified, recover them.
(b)
In a proper case, obtain specific performance or replevy the goods.
(3)
If a lessor is otherwise in default under a lease contract, the lessee may exercise the rights and pursue the remedies provided in the lease contract, which may include a right to cancel the lease, and in s. 411.519 (3).
(4)
If a lessor has breached a warranty, whether express or implied, the lessee may recover damages.
(5)
On rightful rejection or justifiable revocation of acceptance, a lessee has a security interest in goods in the lessee's possession or control for any rent and security that has been paid and any expenses reasonably incurred in their inspection, receipt, transportation and care and custody and may hold those goods and dispose of them in good faith and in a commercially reasonable manner, subject to s. 411.527 (5).
(6)
Subject to s. 411.407, a lessee, on notifying the lessor of the lessee's intention to do so, may deduct all or any part of the damages resulting from a default under the lease contract from any part of the rent still due under the same lease contract.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.509 - Lessee's rights on improper delivery; rightful rejection.

411.509
Lessee's rights on improper delivery; rightful rejection.
(1)
Subject to s. 411.510, 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.
(2)
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.
History:  1991 a. 148.
2023 Wisconsin Statutes & Annotations › Chapter 411 - Uniform commercial code — leases. › 411.510 - Installment lease contracts: rejection and default.

411.510
Installment lease contracts: rejection and default.
(1)
Under an installment lease contract a lessee may reject a 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 sub. (2) and the lessor or the supplier gives adequate assurance of its cure, the lessee shall accept that delivery.
(2)
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.
History:  1991 a. 148.