Also known as: justifiably revoke acceptance · justifiable revocation of acceptance · justified revocation of acceptance · revocation of acceptance · UCC 2-608 revocation
Written by attorneys — see sources below.
A remedy by which a buyer who has accepted goods later withdraws that acceptance because of a nonconformity that substantially impairs the value of the goods to the buyer. The withdrawal is available when acceptance occurred on the reasonable assumption that the nonconformity would be cured or when acceptance was reasonably induced by the difficulty of discovery before acceptance or by the seller's assurances. Revocation must occur within a reasonable time after discovery of the ground for it, before any substantial change in the goods not caused by the nonconformity, and upon timely notice to the seller.
Lena accepted and paid for 300 designer coats from Apex that she displayed in her boutique. After customers returned many coats because the zippers burst after minimal wear, Lena discovered a latent defect affecting most of the shipment. She promptly notified Apex that she was revoking acceptance of the entire lot and demanded return of the purchase price. Because the revocation was justified, Lena may cancel the contract and recover the price paid.
After revoking acceptance of nonconforming equipment from Seller Corp, Buyer Inc retains possession of the goods. Buyer Inc may hold the equipment and resell it to recover amounts paid on the price plus reasonable expenses for inspection, receipt, transportation, care, and custody. The resale occurs in the same manner permitted an aggrieved seller.
After goods arrive at the destination, Buyer justifiably revokes acceptance of nonconforming widgets from Seller. Market price for calculating damages is determined as of the place of arrival rather than the place for tender. This measurement accounts for the buyer's position after the revocation has occurred.
After discovering that delivered goods fail to conform, Buyer justifiably revokes acceptance from Seller. The buyer may then cancel the contract and pursue cover or damages for nondelivery as if the seller had repudiated. The revocation places the buyer in the same remedial position as a rightful rejection.
Richard Oloffson, doing business as Rich's Ag Service, entered into an agreement with Clarence Coomer on April 16, 1970, under which Coomer would sell and deliver 40,000 bushels of corn to Oloffson in October and December 1970. Oloffson described the deal as two separate contracts of 20,000 bushels each, priced at $1.12 3/4 per bushel for delivery by October 30 and $1.12 1/4 per bushel for delivery by December 15. Coomer confirmed the total quantity but stated he would deliver as much as possible by October 30 with the remainder by December 15. On June 3, 1970, Coomer notified Oloffson that he would not plant corn that season because of excessive wetness and instructed Oloffson to secure the corn from another source if Oloffson had commitments to third parties. The market price for corn for future delivery stood at $1.16 per bushel on that date. When Oloffson contacted Coomer again in September 1970 regarding the corn, Coomer repeated that delivery would not occur. Oloffson mailed confirmations of the April agreement to Coomer and had his attorney demand performance, but Coomer did not respond to either communication. Following the passage of both October 30 and December 15 without any deliveries, Oloffson obtained replacement corn by purchasing 20,000 bushels at $1.35 per bushel and 20,000 bushels at $1.49 per bushel. Oloffson brought suit against Coomer in the circuit court of Bureau County. After a trial without a jury, the court entered judgment for Oloffson in the amount of $1,500 plus costs. Oloffson appealed the judgment to the Illinois Appellate Court for the Third District.
The nonconformity must substantially impair the value of the goods to the buyer. Acceptance must have been reasonably induced by the difficulty of discovery or by the seller's assurances, or made on the assumption that the nonconformity would be cured. Revocation must occur within a reasonable time after discovery, before any substantial change in the goods not caused by the defect, and with timely notice to the seller.
Supporting sources
…it: “(1) on the reasonable assumption that its non-conformity would be cured and it has not been seasonably cured; “(B) Revocation of acceptance must occur within a reasonable time after the buyer discovers or should have discovered the ground for it and before any substantial change in condition of the goods which is not caused by…
…to the relevant portion of 2-711: "(1) Where the seller fails to make delivery or repudiates or the buyer rightfully rejects or justifiably revokes acceptance then with respect to any goods involved, and with respect to the whole if the breach goes to the whole contract (Section 2-612), the buyer may cancel and whether or not he has done so may…
No. Acceptance precludes rejection but does not impair other remedies for nonconformity. A justified revocation restores the buyer to the position of a rejecting buyer, allowing cancellation and recovery of the price paid under UCC § 2-711(1).
Supporting sources
The buyer may cancel the contract and recover so much of the price as has been paid. The buyer may also cover and recover damages or pursue damages for nondelivery. In addition, the buyer obtains a security interest in the goods for payments made and reasonable expenses incurred.
Supporting sources
Market price is measured as of the place of arrival rather than the place for tender. This rule applies specifically when revocation occurs after the goods have reached the buyer.
Supporting sources