C.R.S. Section 4-2-607
Effect of acceptance

  • notice of breach
  • burden of establishing breach after acceptance
  • notice of claim or litigation to person answerable over

(1)

The buyer must pay at the contract rate for any goods accepted.

(2)

Acceptance of goods by the buyer precludes rejection of the goods accepted and, if made with knowledge of a nonconformity, cannot be revoked because of it unless the acceptance was on the reasonable assumption that the nonconformity would be seasonably cured; but acceptance does not of itself impair any other remedy provided by this article for nonconformity.

(3)

Where a tender has been accepted:

(a)

The buyer must within a reasonable time after he discovers or should have discovered any breach, notify the seller of breach or be barred from any remedy; and

(b)

If the claim is one for infringement or the like (subsection (3) of section 4-2-312) and the buyer is sued as a result of such a breach, he must so notify the seller within a reasonable time after he receives notice of the litigation or be barred from any remedy over for liability established by the litigation.

(4)

The burden is on the buyer to establish any breach with respect to the goods accepted.

(5)

Where the buyer is sued for breach of a warranty or other obligation for which his seller is answerable over:

(a)

He may give his seller written notice of the litigation. If the notice states that the seller may come in and defend and that if the seller does not do so he will be bound in any action against him by his buyer by any determination of fact common to the two litigations, then unless the seller after seasonable receipt of the notice does come in and defend, he is so bound.

(b)

If the claim is one for infringement or the like (subsection (3) of section 4-2-312), the original seller may demand in writing that his buyer turn over to him control of the litigation including settlement or else be barred from any remedy over and if he also agrees to bear all expense and to satisfy any adverse judgment, then unless the buyer after seasonable receipt of the demand does turn over control, the buyer is so barred.

(6)

The provisions of subsections (3), (4), and (5) of this section apply to any obligation of a buyer to hold the seller harmless against infringement or the like (subsection (3) of section 4-2-312).

Source: Section 4-2-607 — Effect of acceptance - notice of breach - burden of establishing breach after acceptance - notice of claim or litigation to person answerable over, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-04.­pdf (accessed Oct. 20, 2023).

4‑2‑101
Short title
4‑2‑102
Scope - certain security and other transactions excluded from this article
4‑2‑103
Definitions and index of definitions
4‑2‑104
Definitions: “merchant” - “between merchants” - “financing agency”
4‑2‑105
Definitions: transferability - “goods” - “future” goods - “lot” - “commercial unit”
4‑2‑106
Definitions: “contract” - “agreement” - “contract for sale” - “sale” - “present sale” - “conforming” - “termination” - “cancellation” - “hybrid transaction”
4‑2‑107
Goods to be severed from realty - recording
4‑2‑201
Formal requirements - statute of frauds
4‑2‑202
Final expression - parol or extrinsic evidence
4‑2‑203
Seals inoperative
4‑2‑204
Formation in general
4‑2‑205
Firm offers
4‑2‑206
Offer and acceptance in formation of contract
4‑2‑207
Additional terms in acceptance or confirmation
4‑2‑208
Course of performance or practical construction
4‑2‑209
Modification, rescission, and waiver
4‑2‑210
Delegation of performance - assignment of rights
4‑2‑301
General obligations of parties
4‑2‑302
Unconscionable contract or clause
4‑2‑303
Allocation or division of risks
4‑2‑304
Price payable in money, goods, realty, or otherwise
4‑2‑305
Open price term
4‑2‑306
Output, requirements, and exclusive dealings
4‑2‑307
Delivery in single lot or several lots
4‑2‑308
Absence of specified place for delivery
4‑2‑309
Absence of specific time provisions - notice of termination
4‑2‑310
Open time for payment or running of credit - authority to ship under reservation
4‑2‑311
Options and cooperation respecting performance
4‑2‑312
Warranty of title and against infringement - buyer’s obligation against infringement
4‑2‑313
Express warranties by affirmation, promise, description, sample
4‑2‑314
Implied warranty - merchantability - usage of trade
4‑2‑315
Implied warranty - fitness for particular purpose
4‑2‑316
Exclusion or modification of warranties
4‑2‑317
Cumulation and conflict of warranties express or implied
4‑2‑318
Third party beneficiaries of warranties express or implied
4‑2‑319
terms
4‑2‑320
terms
4‑2‑321
- “net landed weights” - “payment on arrival” - warranty of condition on arrival
4‑2‑322
Delivery “ex-ship”
4‑2‑323
Form of bill of lading required in overseas shipment - “overseas”
4‑2‑324
“No arrival, no sale” term
4‑2‑325
“Letter of credit” - “confirmed credit”
4‑2‑326
Sale on approval and sale or return - rights of creditors
4‑2‑327
Special incidents of sale on approval and sale or return
4‑2‑328
Sale by auction
4‑2‑401
Passing of title - reservation for security - limited application of this section
4‑2‑402
Rights of seller’s creditors against sold goods
4‑2‑403
Power to transfer - good faith purchase of goods - “entrusting”
4‑2‑501
Insurable interest in goods - manner of identification of goods
4‑2‑502
Buyer’s right to goods on seller’s insolvency - repudiation - failure to deliver
4‑2‑503
Manner of seller’s tender of delivery
4‑2‑504
Shipment by seller
4‑2‑505
Seller’s shipment under reservation
4‑2‑506
Rights of financing agency
4‑2‑507
Effect of seller’s tender - delivery on condition
4‑2‑508
Cure by seller of improper tender or delivery - replacement
4‑2‑509
Risk of loss in the absence of breach
4‑2‑510
Effect of breach on risk of loss
4‑2‑511
Tender of payment by buyer
4‑2‑512
Payment by buyer before inspection
4‑2‑513
Buyer’s right to inspection of goods
4‑2‑514
When documents deliverable on acceptance - when on payment
4‑2‑515
Preserving evidence of goods in dispute
4‑2‑601
Buyer’s rights on improper delivery
4‑2‑602
Manner and effect of rightful rejection
4‑2‑603
Merchant buyer’s duties as to rightfully rejected goods
4‑2‑604
Buyer’s options as to salvage of rightfully rejected goods
4‑2‑605
Waiver of buyer’s objections by failure to particularize
4‑2‑606
What constitutes acceptance of goods
4‑2‑607
Effect of acceptance - notice of breach - burden of establishing breach after acceptance - notice of claim or litigation to person answerable over
4‑2‑608
Revocation of acceptance in whole or in part
4‑2‑609
Right to adequate assurance of performance
4‑2‑610
Anticipatory repudiation
4‑2‑611
Retraction of anticipatory repudiation
4‑2‑612
“Installment contract” - breach
4‑2‑613
Casualty to identified goods
4‑2‑614
Substituted performance
4‑2‑615
Excuse by failure of presupposed conditions
4‑2‑616
Procedure on notice claiming excuse
4‑2‑701
Remedies for breach of collateral contracts not impaired
4‑2‑702
Seller’s remedies on discovery of buyer’s insolvency
4‑2‑703
Seller’s remedies in general
4‑2‑704
Seller’s right to identify goods to the contract notwithstanding breach or to salvage unfinished goods
4‑2‑705
Seller’s stoppage of delivery in transit or otherwise
4‑2‑706
Seller’s resale including contract for resale
4‑2‑707
“Person in the position of a seller”
4‑2‑708
Seller’s damages for nonacceptance or repudiation
4‑2‑709
Action for the price
4‑2‑710
Seller’s incidental damages
4‑2‑711
Buyer’s remedies in general - buyer’s security interest in rejected goods
4‑2‑712
“Cover” - buyer’s procurement of substitute goods
4‑2‑713
Buyer’s damages for nondelivery or repudiation
4‑2‑714
Buyer’s damages for breach in regard to accepted goods
4‑2‑715
Buyer’s incidental and consequential damages
4‑2‑716
Buyer’s right to specific performance or replevin
4‑2‑717
Deduction of damages from the price
4‑2‑718
Liquidation or limitation of damages - deposits
4‑2‑719
Contractual modification or limitation of remedy
4‑2‑720
Effect of “cancellation” or “rescission” on claims for antecedent breach
4‑2‑721
Remedies for fraud
4‑2‑722
Who can sue third parties for injury to goods
4‑2‑723
Proof of market price - time and place
4‑2‑724
Admissibility of market quotations
4‑2‑725
Statute of limitations in contracts for sale
Green check means up to date. Up to date

Current through Fall 2024

§ 4-2-607’s source at colorado​.gov