A term providing that one party or the party’s successor in interest may accelerate payment or performance or require collateral or additional collateral ‘at will’ or ‘when the party deems self insecure’ or in words of similar import must be construed to mean that the party has power to do so only if the party in good faith believes that the prospect of payment or performance is impaired. History: 1989 c 232 art 1 s 2A-109

The Statute of Frauds governs lease contracts and specifies the requirements for enforceability. A lease contract is not enforceable unless the total payments under the contract are less than $1,000 or there is a writing signed by the party against whom enforcement is sought or their authorized agent. The writing must sufficiently indicate the existence of a lease contract and describe the goods leased and the lease term. The description of the goods or lease term is sufficient if it reasonably identifies what is described.

Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties as a final expression of their agreement with respect to the included terms may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement but may be explained or supplemented: (a) by course of dealing or usage of trade or by course of performance; and (b) by evidence of consistent additional terms unless the court finds the writing to have been intended also as a complete and exclusive statement of the terms of the agreement.

The affixing of a seal to a writing evidencing a lease contract or an offer to enter into a lease contract does not render the writing a sealed instrument and the law with respect to sealed instruments does not apply to the lease contract or offer. History: 1989 c 232 art 1 s 2A-203

(1) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of a lease contract. (2) An agreement sufficient to constitute a lease contract may be found although the moment of its making is undetermined. (3) Although one or more terms are left open, a lease contract does not fail for indefiniteness if the parties have intended to make a lease contract, and there is a reasonably certain basis for giving an appropriate remedy.

An offer by a merchant to lease goods to or from another person in a signed writing that by its terms gives assurance it will be held open is not revocable, for lack of consideration, during the time stated or, if no time is stated, for a reasonable time, but in no event may the period of irrevocability exceed three months. Any term of assurance on a form supplied by the offeree must be separately signed by the offeror.

(1) Unless otherwise unambiguously indicated by the language or circumstances, an offer to make a lease contract must be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances. (2) If the beginning of a requested performance is a reasonable mode of acceptance, an offeror who is not notified of acceptance within a reasonable time may treat the offer as having lapsed before acceptance. History: 1989 c 232 art 1 s 2A-206

(1) An agreement modifying a lease contract needs no consideration to be binding. (2) A signed lease agreement that excludes modification or rescission except by a signed writing may not be otherwise modified or rescinded, but, except as between merchants, this requirement on a form supplied by a merchant must be separately signed by the other party. (3) Although an attempt at modification or rescission does not satisfy the requirements of subsection (2), it may operate as a waiver.

This provision states that the lessee, under a finance lease related to a supply contract, is entitled to the benefit of the supplier’s promises and warranties provided in connection with the supply contract. However, this benefit is subject to the terms of the warranty and supply contract, as well as any defenses or claims arising from the supply contract. It clarifies that the extension of this benefit does not modify the rights and obligations of the parties to the supply contract or impose any duty or liability on the lessee.

This provision, found in the Minnesota Statutes under the Trade Regulations and Consumer Protection section of the Uniform Commercial Code, governs express warranties in lease agreements for goods. It outlines the conditions under which express warranties are created by the lessor. An express warranty is created when the lessor makes an affirmation of fact or promise to the lessee that becomes part of the basis of the bargain, a description of the goods that becomes part of the basis of the bargain, or when a sample or model is made part of the basis of the bargain.