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RSA 382-A:1-303 · Course of Performance, Course of Dealing, and Usage of Trade

Title
XXXIV-A: UNIFORM COMMERCIAL CODE
Chapter
382-A · UNIFORM COMMERCIAL CODE
Status
current
Official source linked
Yes
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382-A:1-303 Course of Performance, Course of Dealing, and Usage of Trade. –

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(a)

A "course of performance" is a sequence of conduct between the parties to a particular transaction that exists if:

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(1)

the agreement of the parties with respect to the transaction involves repeated occasions for performance by a party; and

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(2)

the other party, with knowledge of the nature of the performance and opportunity for objection to it, accepts the performance or acquiesces in it without objection.

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(b)

A "course of dealing" is a sequence of conduct concerning previous transactions between the parties to a particular transaction that is fairly to be regarded as establishing a common basis of understanding for interpreting their expressions and other conduct.

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(c)

A "usage of trade" is any practice or method of dealing having such regularity of observance in a place, vocation, or trade as to justify an expectation that it will be observed with respect to the transaction in question. The existence and scope of such a usage must be proved as fact. If it is established that such a usage is embodied in a trade code or similar record, the interpretation of the record is a question of law.

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(d)

A course of performance or course of dealing between the parties or usage of trade in the vocation or trade in which they are engaged or of which they are or should be aware is relevant in ascertaining the meaning of the parties' agreement, may give particular meaning to specific terms of the agreement, and may supplement or qualify the terms of the agreement. A usage of trade applicable in the place in which part of the performance under the agreement is to occur may be so utilized as to that part of the performance.

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(e)

Except as otherwise provided in subsection (f), the express terms of an agreement and any applicable course of performance, course of dealing, or usage of trade shall be construed whenever reasonable as consistent with each other. If such a construction is unreasonable:

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(1)

express terms prevail over course of performance, course of dealing, and usage of trade;

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(2)

course of performance prevails over course of dealing and usage of trade; and

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(3)

course of dealing prevails over usage of trade.

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(f)

Subject to Section 2-209, a course of performance is relevant to show a waiver or modification of any term inconsistent with the course of performance.

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(g)

Evidence of a relevant usage of trade offered by one party is not admissible unless that party has given the other party notice that the court finds sufficient to prevent unfair surprise to the other party. Source. 2006, 169:1, eff. Jan. 1, 2007.

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Source note

Source. 2006, 169:1, eff. Jan. 1, 2007.

Source history

  • 2006, 169:1, eff. Jan. 1, 2007

Related materials

Bill relationships

  • 2026 HB1066 reference

    installment sale, or other similar agreement to acquire use or ownership of such equipment as is from time to time required by the municipality. For purposes of this section and RSA 382-A, building or facility improvements related to the installation, purpose, or operation of such equipment shall be deemed to constitute equipment and the costs of such improvements may be financed through lease agreements

  • 2026 HB1066-FN reference

    installment sale, or other similar agreement to acquire use or ownership of such equipment as is from time to time required by the municipality. For purposes of this section and RSA 382-A, building or facility improvements related to the installation, purpose, or operation of such equipment shall be deemed to constitute equipment and the costs of such improvements may be financed through lease agreements

  • 2026 HB1748 reference · effective 2027-01-01

    V. Any mortgage, pledge, or security interest made by the authority under this chapter shall be valid and binding and shall be deemed continuously perfected for the purposes of RSA 382-A and all other laws from the time when the mortgage, pledge, or security interest is made. The property or revenues so mortgaged, pledged, or subjected to a security interest then held or thereafter acquired or received

  • 2026 HB1748-FN reference · effective 2027-01-01

    V. Any mortgage, pledge, or security interest made by the authority under this chapter shall be valid and binding and shall be deemed continuously perfected for the purposes of RSA 382-A and all other laws from the time when the mortgage, pledge, or security interest is made. The property or revenues so mortgaged, pledged, or subjected to a security interest then held or thereafter acquired or received

  • 2026 SB56 reference · effective 2031-07-01

    rfected from the time when the security document is executed with or without any subsequent physical delivery or segregation of the money and without any filing or recording under RSA 382-A or otherwise] A pledge of property, revenues, or other collateral by the authority to secure the payment of principal or redemption price of, or interest on, any bonds, or any reimbursement or similar agreement with any