Legal Question in Business Law in California

Re: Manufacturer's responsibility for product

Your situation is governed by the Uniform Commercial Code. In California, the portion of the UCC governing sales of goods is the sections with four-digit numbers beginning with "2", e.g. section 2101, 2207 and many others in that range.

I can't give you a really specific answer without knowing in detail how you and the manufacturer have dealt with each other in the past, what your contract says, and how propmtly and clearly each of you has communicated with the other regarding this imperfect shipment.

However, I can say that a buyer of goods is entitled to a "perfect tender," meaning that the goods delivered must conform to the sample or the specification in all respects; failure to conform is a ground to reject the tender of the goods.

On the other hand, a rejection must be made at once, or as soon as the buyer can reasonably make inspection after delivery. Further, this can be altered by the contract, by custom, or by a subsequent agreement to accept non-complying goods in exchange for a discount or corrective action by the manufacturer.

The bottom line is that if you have responded promptly and clearly -- by making imspection upon delivery, by registering your complaint in clear terms as soon as grounds for complaint could be discovered, etc., and your losses are in no way blameable on your waffling, failure to inspect, delay, etc., you are probably going to win in court.

OK, so much for the theory. I think you would probably win a suuit for your damages and/or could force the manufacturer to take the boat back. On the other hand, the judge would want to know (1) whether you could have fixed the problems yourself, (2) whether you delayed too long in inspecting and then refusing the delivery; (3) whether you waived your right to reject the boat by entering into a discussion about getting replacement parts and performing the corrective surgery at your location; and (4) whether your delearship contract perhaps required you to take some other course.

In demanding your rights, you must also consider the practical issue of how much you value your relationship with this manufacturer.

I suggest you sound out the manufacturer on mediation of this dispute using a trusted third party rather than going to blows over it. You might also ask a business lawyer in your town to give you a primer on the UCC's sales-of-goods provisions.