112

LAWS OF MARYLAND

[Ch. 49

buyer is to receive the documents regardless of where the
goods are to be received; and

(d)         Where the seller is required or

authorized to ship the goods on credit the credit period
runs from the time of shipment but post—dating the
invoice or delaying its dispatch will correspondingly
delay the starting of the credit period.

2—311. Options and cooperation respecting performance.

(1)        An agreement for sale which is otherwise
sufficiently definite (subsection (3) of § 2—204) to be a
contract is not made invalid by the fact that it leaves
particulars of performance to be specified by one of the
parties. Any such specification must be made in good
faith and within limits set by commercial reasonableness.

(2)      Unless otherwise agreed specifications relating

to assortment of the goods are at the buyer's option and

except as otherwise provided in subsections (1) (c) and

(3) of § 2—319 specifications or arrangements relating to

shipment are at the seller's option.

(3)           Where such specification would materially
affect the other party's performance but is not
seasonably made or where one party's cooperation is
necessary to the agreed performance of the other but is
not seasonably forthcoming, the other party in addition
to all other remedies

(a)      Is excused for any resulting delay in his
own performance; and

(b)      May also either proceed to perform in any
reasonable manner or after the time for a material part
of his own performance treat the failure to specify or to
cooperate as a breach by failure to deliver or accept the
goods.

2—312.         Warranty of title and against infringement;

buyer's obligation against infringement.

(1) Subject to subsection (2) there is in a
contract for sale a warranty by the seller that

fa) The title conveyed shall be good, and its
transfer rightful; and

(b) The goods shall be delivered free from
any security interest or other lien or encumbrance of
which the buyer at the time of contracting has no
knowledge.