A claim or right arising out of an alleged breach may be discharged in whole or in part without consideration by agreement of the aggrieved party in an authenticated record.

History: 1953 Comp., § 50A-1-107, enacted by Laws 1961, ch. 96, § 1-107, § 50A-1-107, enacted by Laws 1961, ch. 96, § 1-107; 1978 Comp. §55-1-208; recompiled by compiler as 1978 Comp. § 55-1-306; Laws 2005, ch. 144, § 20.

OFFICIAL COMMENTS

UCC Official Comments by ALI & the NCCUSL. Reproduced with permission of the PEB for the UCC. All rights reserved.

Source. — Former Section 1-107 [55-1-107 NMSA 1978].

Changes from former law. — This section changes former law in two respects. First, former Section 1-107, requiring the "delivery" of a "written waiver or renunciation" merges the separate concepts of the aggrieved party's agreement to forego rights and the manifestation of that agreement. This section separates those concepts, and explicitly requires agreement of the aggrieved party. Second, the revised section reflects developments in electronic commerce by providing for memorialization in an authenticated record. In this context, a party may "authenticate" a record by (i) signing a record that is a writing or (ii) attaching to or logically associating with a record that is not a writing an electronic sound, symbol or process with the present intent to adopt or accept the record. See Sections 1-201(b)(37) and 9-102(a)(7) [55-1-201(b)55-9-102(a) NMSA 1978].

This section makes consideration unnecessary to the effective renunciation or waiver of rights or claims arising out of an alleged breach of a commercial contract where the agreement effecting such renunciation is memorialized in a record authenticated by the aggrieved party. Its provisions, however, must be read in conjunction with the section imposing an obligation of good faith. (Section 1-304 [55-1-304 NMSA 1978]).

Compiler's notes. — Laws 2005, ch. 144, § 20, effective January 1, 2006, enacted a new 55-1-306 NMSA 1978 relating to waiver or renunciation of claim or right after breach. The substance of former 55-1-107 NMSA 1978 relating to waiver or renunciation of claim or right after breach, has been enacted as a new 55-1-306 NMSA 1978 by Laws 2005, ch. 144, § 20. For repeal and reenactment of a law that is not a new enactment, see 12-2A-14 NMSA 1978. For provisions of former 55-1-107 NMSA 1978, see the 2004 NMSA 1978 on NMOneSource.com.