Okla. Stat. tit. 12A, § 2-705
(2) As against such
buyer the seller may stop delivery until:
(a) receipt of the goods by the buyer ; or (b) acknowledgement to the buyer by any bailee of the goods except a carrier that the bailee holds the goods for the buyer ; or (c) such acknowledgment to the buyer by a carrier by reshipment or as warehouseman; or (d) negotiation to the buyer of any negotiable document of title covering the goods.
(3) (a) To stop
delivery the seller must so notify as to enable the bailee by reasonable diligence to prevent delivery of the goods.
(d) A carrier who has issued a nonnegotiable bill of lading is not obliged to obey a notification to stop received from a person other than the consignor.
Oklahoma Code Comment
Prior Statutory Provisions:
2 O.S. § 9-70.
42 O.S. §§ 36 - 38.
Text and derivation of prior provisions, see Appendix at end of this title.
Comment:
(1) At common law, the
right of stoppage in transit existed only as to goods in the hands of a carrier. The Commercial Code broadens the right to include ''any other bailee." The previous Oklahoma statute seemed to be as broad as the Commercial Code.
At common law, and under the previous Oklahoma Statutes, the
right of stoppage in transit could be exercised only for the insolvency of the buyer, or when the buyer declared his unwillingness to pay. See 42 O.S. § 36, now repealed. The Commercial Code broadens this right. As to carload or larger shipments, the right may be exercised when the buyer repudiates or fails to make a payment due before delivery or if for any other reason the seller has a right to withhold or reclaim the goods. But as to smaller shipments, the right exists only upon the buyer's insolvency. The official comment states that the seller can protect himself by shipping COD, and that the cost and inconvenience to the carrier in stopping shipment is not justified. It should be noted that when goods are shipped under a seller's order bill of lading, which the seller retains until the purchase price is paid, the right of stoppage in transit is not necessary. The seller retains sufficient control over the goods by the retention of the bill.
(2)
(a) The previous Oklahoma statute, 42 O.S. § 37, now repealed, was similar, but provided further "or into [possession] of his agent, unless such agent is employed merely to forward the property to the
consignee." The Commercial Code is silent as to delivery to an agent of buyer. This is basically an agency question, for under the law of agency receipt by an agent is in law receipt by the buyer.
(b) Oklahoma has had no previous similar statute or decisions. Under the common law, the
right existed only while the goods were in "transit." It did not exist after the goods came to rest, except when the goods were in the process of being forwarded by another carrier to final destination. The Commercial Code extends that right until there is actual delivery to the buyer, or there is acknowledgment by a bailee that the goods are held for the buyer, even though the goods are stored in a warehouse. The previous Oklahoma statutes permitted stoppage in transit by notice to the carrier or "depositary of the property," which indicates that the right of stoppage was not terminated by the goods coming to rest. See the previous Oklahoma statutes, 42 O.S. §§ 37, 38, now repealed. The previous Oklahoma statute, however, had no provisions on "attornment," and there are no previous Oklahoma decisions.
(c) The previous Oklahoma statutes seemed to grant the
right of stoppage as long as the goods were in the possession of the carrier or any other depositary.
(3)
(a) and (b) The previous Oklahoma statute, 42 O.S. §38, did not set out these rules.
There are no previous Oklahoma decisions.
(c) The previous Oklahoma statutes and decisions were silent on this problem. A carrier is under a legal obligation to deliver the
goods to the holder of a negotiable document of title. See Article 7 on Documents of Title. Therefore, to prevent possible liability of the carrier who honors an order to stop delivery to the holder of a negotiable document, the Commercial Code provides that the order may be given only upon surrender of the negotiable document.
(d) The previous Oklahoma statutes and decisions were silent on this problem. In connection with the
right of a financing agency to stoppage in transit set out in §2-506, the official comment to that section says: "This section does not attempt to create any new rights in the financing agency against the carrier which would force the latter to honor a stop order from the agency, a stranger to the shipment."
Uniform Commercial Code Comment
The Uniform Commercial Code was developed by
The American Law Institute and the National Conference of Commissioners on Uniform State Laws. These organizations hold the copyright on the official comments to the Uniform Commercial Code. The Oklahoma Supreme Court attempted but was unable to obtain permission to reproduce the Official Comments here. For more information on these organizations, click on the links above. To email your comments, click on one of the links below. The American Law Institute
4025 Chestnut Street
Philadelphia, PA 19104
Phone: (215) 243-1600
FAX: (215) 243-1664
Email National Conference of Commissioners on Uniform State Laws
676 N. St. Clair Street, Suite 1700
Chicago, Illinois 60611
(312) 915-0195
Email
Definitional Cross References:
"
Buyer". Section 2-103.
"Contract for sale". Section 2-106.
"Document of title". Section 1-201.
"Goods". Section 2-105.
"Insolvent". Section 1-201.
"Notification". Section 1-201.
"Receipt" of goods. Section 2-103.
"Rights". Section 1-201.
"Seller". Section 2-103.
Laws 1961, p. 96, §