Chapter 810 — COMMERCIAL CODE

(810 ILCS 5/2-709) (from Ch. 26, par. 2-709) Sec. 2-709. Action for the price. (1) When the buyer fails to pay the price as it becomes due the seller may recover, together with any incidental damages under the next Section, the price (a) of goods accepted or of conforming goods l…

(810 ILCS 5/2-710) (from Ch. 26, par. 2-710) Sec. 2-710. Seller's incidental damages. Incidental damages to an aggrieved seller include any commercially reasonable charges, expenses or commissions incurred in stopping delivery, in the transportation, care and custody of goods aft…

(810 ILCS 5/2-711) (from Ch. 26, par. 2-711) Sec. 2-711. Buyer's remedies in general; buyer's security interest in rejected goods. (1) Where the seller fails to make delivery or repudiates or the buyer rightfully rejects or justifiably revokes acceptance then with respect to any …

(810 ILCS 5/2-712) (from Ch. 26, par. 2-712) Sec. 2-712. "Cover"; buyer's procurement of substitute goods. (1) After a breach within the preceding section the buyer may "cover" by making in good faith and without unreasonable delay any reasonable purchase of or contract to purcha…

(810 ILCS 5/2-713) (from Ch. 26, par. 2-713) Sec. 2-713. Buyer's damages for non-delivery or repudiation. (1) Subject to the provisions of this Article with respect to proof of market price (Section 2-723), the measure of damages for non-delivery or repudiation by the seller is t…

(810 ILCS 5/2-714) (from Ch. 26, par. 2-714) Sec. 2-714. Buyer's damages for breach in regard to accepted goods. (1) Where the buyer has accepted goods and given notification (subsection (3) of Section 2-607 he may recover as damages for any non-conformity of tender the loss resu…

(810 ILCS 5/2-715) (from Ch. 26, par. 2-715) Sec. 2-715. Buyer's incidental and consequential damages. (1) Incidental damages resulting from the seller's breach include expenses reasonably incurred in inspection, receipt, transportation and care and custody of goods rightfully re…

(810 ILCS 5/2-716) (from Ch. 26, par. 2-716) Sec. 2-716. Buyer's right to specific performance or replevin. (1) Specific performance may be ordered where the goods are unique or in other proper circumstances. (2) The judgment for specific performance may include such terms and co…

(810 ILCS 5/2-717) (from Ch. 26, par. 2-717) Sec. 2-717. Deduction of damages from the price. The buyer on notifying the seller of his intention to do so may deduct all or any part of the damages resulting from any breach of the contract from any part of the price still due under…

(810 ILCS 5/2-718) (from Ch. 26, par. 2-718) Sec. 2-718. Liquidation or limitation of damages; deposits. (1) Damages for breach by either party may be liquidated in the agreement but only at an amount which is reasonable in the light of the anticipated or actual harm caused by th…

(810 ILCS 5/2-719) (from Ch. 26, par. 2-719) Sec. 2-719. Contractual modification or limitation of remedy. (1) Subject to the provisions of subsections (2) and (3) of this Section and of the preceding section on liquidation and limitation of damages, (a) the agreement may provide…

(810 ILCS 5/2-720) (from Ch. 26, par. 2-720) Sec. 2-720. Effect of "cancellation" or "recision" on claims for antecedent breach. Unless the contrary intention clearly appears, expressions of "cancellation" or "rescission" of the contract or the like shall not be construed as a re…

(810 ILCS 5/2-721) (from Ch. 26, par. 2-721) Sec. 2-721. Remedies for fraud. Remedies for material misrepresentation or fraud include all remedies available under this Article for non-fraudulent breach. Neither rescission or a claim for rescission of the contract for sale nor rej…

(810 ILCS 5/2-722) (from Ch. 26, par. 2-722) Sec. 2-722. Who can sue third parties for injury to goods. Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party to that contract (a) a right of action agains…

(810 ILCS 5/2-723) (from Ch. 26, par. 2-723) Sec. 2-723. Proof of market price: time and place. (1) If an action based on anticipatory repudiation comes to trial before the time for performance with respect to some or all of the goods, any damages based on market price (Section 2…

(810 ILCS 5/2-724) (from Ch. 26, par. 2-724) Sec. 2-724. Admissibility of market quotations. Whenever the prevailing price or value of any goods regularly bought and sold in any established commodity market is in issue, reports in official publications or trade journals or in new…

(810 ILCS 5/2-725) (from Ch. 26, par. 2-725) Sec. 2-725. Statute of Limitations in Contracts for Sale. (1) An action for breach of any contract for sale must be commenced within 4 years after the cause of action has accrued. By the original agreement the parties may reduce the pe…

(810 ILCS 5/2A-101) (from Ch. 26, par. 2A-101) Sec. 2A-101. Short title. This Article shall be known and may be cited as the Uniform Commercial Code; Leases. (Source: P.A. 87-493.)

(810 ILCS 5/2A-102) (from Ch. 26, par. 2A-102) Sec. 2A-102. Scope. (1) This Article applies to any transaction, regardless of form, that creates a lease and, in the case of a hybrid lease, it applies to the extent provided in subsection (2). (2) In a hybrid lease: (a) if the leas…

(810 ILCS 5/2A-103) (from Ch. 26, par. 2A-103) Sec. 2A-103. Definitions and index of definitions. (1) In this Article unless the context otherwise requires: (a) "Buyer in ordinary course of business" means a person who, in good faith and without knowledge that the sale to him or …

(810 ILCS 5/2A-104) (from Ch. 26, par. 2A-104) Sec. 2A-104. Leases subject to other law. (1) A lease, although subject to this Article, is also subject to any applicable: (a) certificate of title statute of this State: (Article I and Article II of Chapter 3 of The Illinois Vehicl…

(810 ILCS 5/2A-105) (from Ch. 26, par. 2A-105) Sec. 2A-105. Territorial application of Article to goods covered by certificate of title. Subject to the provisions of Sections 2A-304(3) and 2A-305(3), with respect to goods covered by a certificate of title issued under a statute o…

(810 ILCS 5/2A-106) (from Ch. 26, par. 2A-106) Sec. 2A-106. Limitation on power of parties to consumer lease to choose applicable law and judicial forum. (1) If the law chosen by the parties to a consumer lease is that of a jurisdiction other than a jurisdiction in which the less…

(810 ILCS 5/2A-107) (from Ch. 26, par. 2A-107) Sec. 2A-107. Waiver or renunciation of claim or right after default. Any claim or right arising out of an alleged default or breach of warranty may be discharged in whole or in part without consideration by a waiver or renunciation i…

(810 ILCS 5/2A-108) (from Ch. 26, par. 2A-108) Sec. 2A-108. Unconscionability. (1) If the court as a matter of law finds a lease contract or any clause of a lease contract to have been unconscionable at the time it was made, the court may refuse to enforce the lease contract, or …

(810 ILCS 5/2A-109) (from Ch. 26, par. 2A-109) Sec. 2A-109. Option to accelerate at will. (1) A term providing that one party or his or her successor in interest may accelerate payment or performance or require collateral or additional collateral "at will" or "when he or she deem…

(810 ILCS 5/2A-201) (from Ch. 26, par. 2A-201) Sec. 2A-201. Statute of frauds. (1) A lease contract is not enforceable by way of action or defense unless: (a) the total payments to be made under the lease contract, excluding payments for options to renew or buy, are less than $1,…

(810 ILCS 5/2A-202) (from Ch. 26, par. 2A-202) Sec. 2A-202. Final expression; parol or extrinsic evidence. Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a record intended by the parties as a final expression of the…

(810 ILCS 5/2A-203) (from Ch. 26, par. 2A-203) Sec. 2A-203. Seals inoperative. The affixing of a seal to a record evidencing a lease contract or an offer to enter into a lease contract does not render the record a sealed instrument and the law with respect to sealed instruments d…

(810 ILCS 5/2A-204) (from Ch. 26, par. 2A-204) Sec. 2A-204. Formation in general. (1) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of a lease contract. (2) An agreement sufficient to cons…

(810 ILCS 5/2A-205) (from Ch. 26, par. 2A-205) Sec. 2A-205. Firm offers. An offer by a merchant to lease goods to or from another person in a signed record that by its terms gives assurance it will be held open is not revocable, for lack of consideration, during the time stated o…

(810 ILCS 5/2A-206) (from Ch. 26, par. 2A-206) Sec. 2A-206. Offer and acceptance in formation of lease contract. (1) Unless otherwise unambiguously indicated by the language or circumstances, an offer to make a lease contract must be construed as inviting acceptance in any manner…

(810 ILCS 5/2A-207) (from Ch. 26, par. 2A-207) Sec. 2A-207. (Blank). (Source: P.A. 95-895, eff. 1-1-09.)

(810 ILCS 5/2A-208) (from Ch. 26, par. 2A-208) Sec. 2A-208. Modification, rescission, and waiver. (1) An agreement modifying a lease contract needs no consideration to be binding. (2) A signed lease agreement that excludes modification or rescission except by a signed record may …

(810 ILCS 5/2A-209) (from Ch. 26, par. 2A-209) Sec. 2A-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 any thi…

(810 ILCS 5/2A-210) (from Ch. 26, par. 2A-210) Sec. 2A-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 which relates to the goods and becomes part of the basis of the bar…

(810 ILCS 5/2A-211) (from Ch. 26, par. 2A-211) Sec. 2A-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 …

(810 ILCS 5/2A-212) (from Ch. 26, par. 2A-212) Sec. 2A-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) Goods …

(810 ILCS 5/2A-213) (from Ch. 26, par. 2A-213) Sec. 2A-213. Implied warranty of fitness for particular purpose. Except in a finance lease, if the lessor at the time the lease contract is made has reason to know of any particular purpose for which the goods are required and that t…

(810 ILCS 5/2A-214) (from Ch. 26, par. 2A-214) Sec. 2A-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 must be construed wherever reasonable as consistent…

(810 ILCS 5/2A-215) (from Ch. 26, par. 2A-215) Sec. 2A-215. Cumulation and conflict of warranties express or implied. Warranties, whether express or implied, must be construed as consistent with each other and as cumulative, but if that construction is unreasonable, the intention…

(810 ILCS 5/2A-216) (from Ch. 26, par. 2A-216) Sec. 2A-216. Third-party beneficiaries of express and implied warranties. A warranty to or for the benefit of a lessee under this Article, whether express or implied, extends to any person who may reasonably be expected to use, consu…

(810 ILCS 5/2A-217) (from Ch. 26, par. 2A-217) Sec. 2A-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…

(810 ILCS 5/2A-218) (from Ch. 26, par. 2A-218) Sec. 2A-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. …

(810 ILCS 5/2A-219) (from Ch. 26, par. 2A-219) Sec. 2A-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 the provi…

(810 ILCS 5/2A-220) (from Ch. 26, par. 2A-220) Sec. 2A-220. Effect of default on risk of loss. (1) Where risk of loss is to pass to the lessee and the time of passage is not stated: (a) If a tender or delivery of goods so fails to conform to the lease contract as to give a right …

(810 ILCS 5/2A-221) (from Ch. 26, par. 2A-221) Sec. 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 …

(810 ILCS 5/2A-301) (from Ch. 26, par. 2A-301) Sec. 2A-301. Enforceability of lease contract. Except as otherwise provided in this Article, a lease contract is effective and enforceable according to its terms between the parties, against purchasers of the goods and against credit…

(810 ILCS 5/2A-302) (from Ch. 26, par. 2A-302) Sec. 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 …

(810 ILCS 5/2A-303) (from Ch. 26, par. 2A-303) Sec. 2A-303. Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights. (1) As used in this Section, "creation of a security interest" includes the …