§ 41-02-85 — (2-706) Seller's resale including contract for resale

North Dakota § 41-02-85

• Jurisdiction: North Dakota
• Title 41: Uniform Commercial Code
• Ch. 41-02: Sales

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1. Under the conditions stated in section 41-02-82 on seller's remedies, the seller may
resell the goods concerned or the undelivered balance thereof. If the resale is made in
good faith and in a commercially reasonable manner, the seller may recover the
difference between the resale price and the contract price together with any incidental

damages allowed under the provisions of this chapter (section 41-02-89), but less
expenses saved in consequence of the buyer's breach.
2. Except as otherwise provided in subsection 3 or unless otherwise agreed, resale may
be at public or private sale including sale by way of one or more contracts to sell or of
identification to an existing contract of the seller. Sale may be as a unit or in parcels
and at any time and place and on any terms but every aspect of the sale including the
method, manner, time, place, and terms must be commercially reasonable. The resale
must be reasonably identified as referring to the broken contract, but it is not
necessary that the goods be in existence or that any or all of them have been
identified to the contract before the breach.
3. If the resale is at private sale, the seller must give the buyer reasonable notification of
the seller's intention to resell.
4. If the resale is at public sale:
a. Only identified goods may be sold except when there is a recognized market for a
public sale of futures in goods of the kind;
b. It must be made at a usual place or market for public sale if one is reasonably
available and, except in the case of goods which are perishable or threaten to
decline in value speedily, the seller must give the buyer reasonable notice of the
time and place of the resale;
c. If the goods are not to be within the view of those attending the sale, the
notification of sale must state the place where the goods are located and provide
for their reasonable inspection by prospective bidders; and
d. The seller may buy.
5. A purchaser who buys in good faith at a resale takes the goods free of any rights of the
original buyer even though the seller fails to comply with one or more of the
requirements of this section.
6. The seller is not accountable to the buyer for any profit made on any resale. A person
in the position of a seller (section 41-02-86) or a buyer who has rightfully rejected or
justifiably revoked acceptance must account for any excess over the amount of the
person's security interest, as hereinafter defined (subsection 3 of section 41-02-90).