M Civ JI 140.31 Contract Action - UCC: Resale by Seller - Private Sale

The seller resold the goods at a private sale. If you find that the buyer breached the contract, you must then determine whether the seller resold the goods in good faith and in a commercially reasonable manner, and whether the resale was reasonably identified as referring to the broken contract.

Good faith means honesty in fact in the conduct or transaction. A private resale is conducted in a commercially reasonable manner if the amount of goods sold, the time, place, terms, method, and manner of sale are all commercially reasonable, and the seller gives the buyer reasonable notification of [ his / her / its ] intention to resell.

*(A seller may resell the goods pursuant to a commercially reasonable contract which the seller entered into with another prior to the buyer’s breach.)

Note on Use

*Use the sentence in parentheses if it is applicable to the case.

Comment

MCL 440.2706.

History

M Civ JI 140.31 was added January 1987.