Contracts and Sales Multistate Bar Practice Exam

In which case would a seller not be excused from performance under the UCC?

1. If the seller voluntarily decides not to perform

2. If an unforeseen event increases the cost by more than 50%

3. If the market conditions change significantly

4. If the event occurred after the contract was formed

The correct answer is: If the seller voluntarily decides not to perform

A seller is not excused from performance under the UCC when they voluntarily decide not to perform their contractual obligations. This is because the essence of a contract is that both parties have agreed to fulfill certain duties, and a unilateral decision to withdraw creates a breach of contract. The UCC requires that sellers adhere to the agreements made unless a valid defense or modification is established. In contrast, unforeseen events that significantly increase costs or alter market conditions may provide grounds for excuse from performance under doctrines such as commercial impracticability, which recognizes that extraordinary circumstances can hinder the ability of a party to perform as initially agreed. However, these scenarios usually hinge on actual changes in circumstances rather than personal choice. Thus, a seller's voluntary decision to not perform reflects a breach, not a justifiable excuse.