Title XXVI, TRADE AND COMMERCE

400.2A-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 bargain creates an express warranty that the good…

400.2A-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 that arose from an act or omission of the les…

400.2A-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 to be merchantable must be at least such as (a…

400.2A-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 the lessee is relying on the lessor's skill or …

400.2A-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 with each other; but, subject to the provisio…

400.2A-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 of the parties determines which warranty is d…

400.2A-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 natural person who is in the family or household of the lessee or who is a guest in the lessee's …

400.2A-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: (a) when the lease contract is made if the l…

400.2A-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. (2) If a lessee has an insurable interest only…

400.2A-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 provisions of this Article on the effect of default…

400.2A-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 of rejection, the risk of their loss remains w…

400.2A-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 goods suffer casualty before risk of loss passe…

400.2A-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 creditors of the parties. ­­-------- (L. 1992 S.B. 4…

400.2A-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 third party has possession of the goods, notwi…

400.2A-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 sale of a lease contract that is subject to …

400.2A-304. Subsequent lease of goods by lessor. — (1) Subject to section 400.2A-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 …

400.2A-305. Sale or sublease of goods by lessee. — (1) Subject to the provisions of section 400.2A-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 …

400.2A-306. Priority of certain liens arising by operation of law. — If a person in the ordinary course of his 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 …

400.2A-307. Priority of liens arising by attachment or levy on — security interest in — and other claims to goods. — (1) Except as otherwise provided in section 400.2A-306, a creditor of a lessee takes subject to the lease contract. (2) Except as otherwise provided in subsection …

400.2A-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 reten…

400.2A-309. Lessor's and lessee's rights when goods become fixtures. — (1) In this section: (a) goods are "fixtures" when they become so related to particular real estate that an interest in them arises under real estate law; (b) a "fixture filing" is the filing, in the office wh…

400.2A-310. Lessor's and lessee's rights when goods become accessions. — (1) Goods are "accessions" when they 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 became accessions is superior to…

400.2A-311. Priority subject to subordination. — Nothing in this Article prevents subordination by agreement by any person entitled to priority. ­­-------- (L. 1992 S.B. 448)

400.2A-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 will not be impaired. (2) If reasonable grounds for insecurity arise with respect to the performance of…

400.2A-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: (…

400.2A-403. Retraction of anticipatory repudiation. — (1) Until the repudiating party's next performance is due, the repudiating party can retract the repudiation unless, since the repudiation, the aggrieved party has cancelled the lease contract or materially changed the aggriev…

400.2A-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 imp…

400.2A-405. Excused performance. — Subject to section 400.2A-404 on substituted performance, the following rules apply: (a) Delay in delivery or nondelivery in whole or in part by a lessor or a supplier who complies with paragraphs (b) and (c) is not a default under the lease con…

400.2A-406. Procedure on excused performance. — (1) If the lessee receives notification of a material or indefinite delay or an allocation justified under section 400.2A-405, the lessee may by written notification to the lessor as to any goods involved, and with respect to all of…

400.2A-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 has become irrevoca…

400.2A-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 Article. (2) If the lessor or the lessee is in default under the lease contract, the party seeking enforcement has rights and…

400.2A-502. Notice after default. — Except as otherwise provided in this Article 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. ­­-------- …

400.2A-503. Modification or impairment of rights and remedies. — (1) Except as otherwise provided in this Article, the lease agreement may include rights and remedies for default in addition to or in substitution for those provided in this Article and may limit or alter the measu…

400.2A-504. Liquidation of damages. — (1) Damages payable by either party for default, or any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or loss or damage to lessor's residual interest, may be liquidated in the lease agreement bu…

400.2A-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 prior default …

400.2A-506. Statute of limitations. — (1) An action for default under a lease contract, including breach of warranty or indemnity, must be commenced within four years after the cause of action accrued. By the original lease contract the parties may reduce the period of limitation…

400.2A-507. Proof of market rent — time and place. — (1) Damages based on market rent (Section 400.2A-519 or 400.2A-528) 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 …

400.2A-508. Lessee's remedies. — (1) If a lessor fails to deliver the goods in conformity to the lease contract (Section 400.2A-509) or repudiates the lease contract (Section 400.2A-402), or a lessee rightfully rejects the goods (Section 400.2A-509) or justifiably revokes accepta…

400.2A-509. Lessee's rights on improper delivery — rightful rejection. — (1) Subject to the provisions of section 400.2A-510 on default in installment lease contracts, if the goods or the tender or delivery fail in any respect to conform to the lease contract, the lessee may reje…

400.2A-510. Installment lease contracts — rejection and default. — (1) Under an installment lease contract a lessee may reject any delivery that is nonconforming if the nonconformity substantially impairs the value of that delivery and cannot be cured or the nonconformity is a de…

400.2A-511. Merchant lessee's duties as to rightfully rejected goods. — (1) Subject to any security interest of a lessee (Section 400.2A-508(5)), if a lessor or a supplier has no agent or place of business at the market of rejection, a merchant lessee, after rejection of goods in…

400.2A-512. Lessee's duties as to rightfully rejected goods. — (1) Except as otherwise provided with respect to goods that threaten to decline in value speedily (Section 400.2A-511) and subject to any security interest of a lessee (Section 400.2A-508(5)): (a) the lessee, after re…

400.2A-513. Cure by lessor of improper tender or delivery — replacement. — (1) If any tender or delivery by the lessor or the supplier is rejected because nonconforming and the time for performance has not yet expired, the lessor or the supplier may seasonably notify the lessee o…

400.2A-514. Waiver of lessee's objections. — (1) In rejecting goods, a lessee's failure to state a particular defect that is ascertainable by reasonable inspection precludes the lessee from relying on the defect to justify rejection or to establish default: (a) if, stated seasona…

400.2A-515. Acceptance of goods. — (1) Acceptance of goods occurs after the lessee has had a reasonable opportunity to inspect the goods and (a) the lessee signifies or acts with respect to the goods in a manner that signifies to the lessor or the supplier that the goods are conf…

400.2A-516. Effect of acceptance of goods — notice of default — burden of establishing default after acceptance — notice of claim or litigation to person answerable over. — (1) A lessee must pay rent for any goods accepted in accordance with the lease contract, with due allowance…