finding limited remedy inadequate under § 2-719(2) where defect in yarn not discoverable until after time limitation of sales contract expired
How later courts described this case
- finding limited remedy inadequate under § 2-719(2) where defect in yarn not discoverable until after time limitation of sales contract expired
- finding ten-day notice period to be unreasonable
- “Whether a contract or any clause of the contract is unconscionable is a matter of law for the court to decide against the background of the contract’s commercial setting, purpose, and effect, and the existence of this issue would not therefore bar summary judgment.”
- in contract for sale of yarn, clause precluding claims made more than 10 days after receipt of shipment fails of essential purpose if latent defects render yarn unmerchantable
Written by the judges who cited it.
The opinion
Chief Judge Fuld (concurring).
I agree that there should be a reversal — but on the sole ground that a substantial question of fact has been raised as to whether the clause limiting the time in which to make a claim is ‘1 manifestly unreasonable ’ ’ (Uniform Commercial Code, § 1-204) as applied tó the type of defect here complained of. In this view, it is not necessary to consider the relevancy, if any, of other provisions of the Uniform Commercial Code (e.g., §§ 2-302, 2-316, 2-719), dealing with “ unconscionable ” contracts or clauses, exclusion of implied warranties or limitations on damages.
Judges Burke, Scileppi, Bergan, Keating and Breitel concur with Judge Jasen; Chief Judge Fuld concurs in result in a separate opinion.
Order reversed, with costs, and case remitted to Special Term for further proceedings in accordance with the opinion herein.