The Vermont Statutes Online
The Statutes below include the actions of the 2025 session of the General Assembly.
NOTE: The Vermont Statutes Online is an unofficial copy of the Vermont Statutes Annotated that is provided as a convenience.
(Cite as: 9A V.S.A. § 2-615)
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§ 2—615. Excuse by failure of presupposed conditions
Except so far as a seller may have assumed a greater obligation and subject to the
preceding section on substituted performance:
(a) Delay in delivery or non-delivery in whole or in part by a seller who complies with
paragraphs (b) and (c) of this section is not a breach of his or her duty under a
contract for sale if performance as agreed has been made impracticable by the occurrence
of a contingency the non-occurrence of which was a basic assumption on which the contract
was made or by compliance in good faith with any applicable foreign or domestic governmental
regulation or order whether or not it later proves to be invalid.
(b) Where the causes mentioned in paragraph (a) of this section affect only a part of
the seller’s capacity to perform, he or she must allocate production and deliveries
among his or her customers but may at his or her option include regular customers
not then under contract as well as his or her own requirements for further manufacture.
He or she may so allocate in any manner which is fair and reasonable.
(c) The seller must notify the buyer seasonably that there will be delay or non-delivery
and, when allocation is required under paragraph (b) of this section, of the estimated
quota thus made available for the buyer.