47-2311. Options and cooperation respecting
performance
A. An agreement for sale which is otherwise sufficiently definite (subsection C of
section 47-2204) 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.
B. Unless otherwise agreed specifications relating to assortment of the goods are
at the buyer's option and except as otherwise provided in paragraph 3 of subsection A and
all of subsection C of section 47-2319 specifications or arrangements relating to
shipment are at the seller's option.
C. 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:
1. Is excused for any resulting delay in his own performance; and
2. 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.
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