2006 New York Code - Merchant Lessee\'s Duties As To Rightfully Rejected Goods.

 
  Section 2-A-511. Merchant  Lessee's  Duties  as  to  Rightfully Rejected
                     Goods.
    (1) Subject to any security interest of a lessee (Section 2-A-508(5)),
  if a lessor or a supplier has no agent  or  place  of  business  at  the
  market  of rejection, a merchant lessee, after rejection of goods in his
  or her possession or control, shall follow any  reasonable  instructions
  received  from  the lessor or the supplier with respect to the goods. In
  the  absence  of  those  instructions,  a  merchant  lessee  shall  make
  reasonable efforts to sell, lease, or otherwise dispose of the goods for
  the  lessor's  account  if  they  threaten to decline in value speedily.
  Instructions are not reasonable if on demand indemnity for  expenses  is
  not forthcoming.
    (2) If a merchant lessee (subsection (1)) or any other lessee (Section
  2-A-512)  disposes  of  goods,  he  or  she is entitled to reimbursement
  either from the lessor or the  supplier  or  out  of  the  proceeds  for
  reasonable expenses of caring for and disposing of the goods and, if the
  expenses  include  no  disposition  commission, to such commission as is
  usual in the trade, or if  there  is  none,  to  a  reasonable  sum  not
  exceeding 10 percent of the gross proceeds.
    (3)  In  complying with this section or Section 2-A-512, the lessee is
  held only to  good  faith.  Good  faith  conduct  hereunder  is  neither
  acceptance or conversion nor the basis of an action for damages.
    (4)  A purchaser who purchases in good faith from a lessee pursuant to
  this section or Section 2-A-512 takes the goods free of  any  rights  of
  the  lessor and the supplier even though the lessee fails to comply with
  one or more of the requirements of this Article.