§490:2-311  Options and cooperation
respecting performance.  (1)  An agreement for sale which is otherwise
sufficiently definite (subsection (3) of section 490:2-204) 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.



(2)  Unless otherwise agreed specifications
relating to assortment of the goods are at the buyer's option and except as
otherwise provided in subsections (1)(c) and (3) of section 490:2-319
specifications or arrangements relating to shipment are at the seller's option.



(3)  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:



(a) Is excused for any resulting delay in his own
performance; and



(b) 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. [L 1965, c 208, §2-311; HRS §490:2-311]