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Session Laws, 1999
Volume 796, Page 2147   View pdf image
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2-103.

(3) The following definitions in other titles apply to this title:
"Check." § 3-104.
"Consignee." § 7-102.
"Consignor." § 7-102.
"Consumer goods." § [9-109.] 9-102.
"Dishonor." § 3-502.
"Draft." § 3-104.
2-210.

(1) A party may perform his duty through a delegate unless otherwise agreed
or unless the other party has a substantial interest in having his original promisor
perform or control the acts required by the contract. No delegation of performance
relieves the party delegating of any duty to perform or any liability for breach.

(2) Unless otherwise agreed all rights of either seller or buyer can be assigned
except where the assignment would materially change the duty of the other party, or
increase materially the burden or risk imposed on him by his contract, or impair
materially his chance of obtaining return performance. A right to damages for breach
of the whole contract or a right arising out of the assignor's due performance of his
entire obligation can be assigned despite agreement otherwise.

(3) THE CREATION, ATTACHMENT, PERFECTION, OR ENFORCEMENT OF A
SECURITY INTEREST IN THE SELLER'S INTEREST UNDER A CONTRACT IS NOT A
TRANSFER THAT MATERIALLY CHANGES THE DUTY OF OR INCREASES MATERIALLY
THE BURDEN OR RISK IMPOSED ON THE BUYER OR IMPAIRS MATERIALLY THE
BUYER'S CHANCE OF OBTAINING RETURN PERFORMANCE WITHIN THE PURVIEW OF
SUBSECTION (2) UNLESS, AND THEN ONLY TO THE EXTENT THAT, ENFORCEMENT
ACTUALLY RESULTS IN A DELEGATION OF MATERIAL PERFORMANCE OF THE
SELLER EVEN IN THAT EVENT, THE CREATION, ATTACHMENT, PERFECTION, AND
ENFORCEMENT OF THE SECURITY INTEREST REMAIN EFFECTIVE, BUT (I) THE
SELLER IS LIABLE TO THE BUYER FOR DAMAGES CAUSED BY THE DELEGATION TO
THE EXTENT THAT THE DAMAGES COULD NOT REASONABLY BE PREVENTED BY THE
BUYER, AND (II) A COURT HAVING JURISDICTION MAY GRANT OTHER APPROPRIATE
RELIEF, INCLUDING CANCELLATION OF THE CONTRACT FOR SALE OR AN
INJUNCTION AGAINST ENFORCEMENT OF THE SECURITY INTEREST OR
CONSUMMATION OF THE ENFORCEMENT.

[(3)] (4) Unless the circumstances indicate the contrary a prohibition of
assignment of the "contract" is to be construed as barring only the delegation to the
assignee of the assignor's performance.

[(4)] (5) An assignment of "the contract" or of "all my rights under the
contract" or an assignment in similar general terms is an assignment of rights and
unless the language or the circumstances (as in an assignment for security) indicate

 

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Session Laws, 1999
Volume 796, Page 2147   View pdf image
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