1. Purchase agreement in New York: Background of the Client’s Dispute
The client contacted our firm after their customer repeatedly failed to honor payment terms under an existing purchase agreement.
Despite more than five years of reliable business dealings, the customer had accumulated significant unpaid invoices and refused to remit payment for goods already delivered and accepted.

Longstanding Relationship and Breakdown in Payment
Our client, a mid-sized New York supplier, had maintained a long-term supply relationship with the buyer, consistently delivering products under a written purchase agreement.
Although the buyer initially requested flexibility due to financial issues, the client agreed in good faith to provide more time, expecting eventual payment.
However, months passed with no progress, and the outstanding balance grew to a substantial amount.
When the client demanded payment, the buyer refused and instead raised new allegations regarding defects, quantity issues, and an alleged oral price reduction.
At this point, the client turned to our firm to enforce the purchase agreement and initiate litigation.
Legal Framework for Recovering Unpaid Goods Under New York Law
Claims for unpaid goods are governed by UCC Article 2, which applies to all sales of goods in New York.
Under the UCC, once goods are delivered and accepted, the buyer is obligated to pay the contract price unless they provide timely, reasonable notice of any alleged defect or breach.
If the buyer fails to raise objections within a reasonable period, they are considered to have accepted the goods, eliminating most defenses.
Our firm evaluated the case under UCC §§ 2-601, 2-607, and 2-709, concluding that the buyer’s objections were late, unsupported, and legally insufficient.
2. Purchase agreement in New York: Litigation Strategy and Defense Rebuttals
After filing a complaint for breach of the purchase agreement, our firm developed a multi-layered strategy aimed at disproving the buyer’s claims and emphasizing that the goods had been accepted without objection.
Each of the buyer’s defenses was systematically challenged with documentary evidence, contract terms, and UCC authority.
Rebutting the Buyer’s Defect Allegations
The buyer claimed that the goods delivered were defective, attempting to justify non-payment.
Our firm demonstrated that the buyer never raised any defect concerns at the time of delivery or within a reasonable time thereafter, as required under UCC § 2-607(3).
We submitted the purchase agreement, which included a provision requiring defect notifications within a defined period—similar to the one-month clause found in many New York commercial contracts.
Since no complaint was raised during that period, the buyer was deemed to have accepted the goods.
The court agreed that the defect allegation was both untimely and unsupported.
Refuting Claims of Quantity Shortages
The buyer also alleged that the delivered goods were short in quantity.
Our firm produced delivery records, packing lists, and signed acceptance confirmations showing that the buyer had received all goods in full.
We emphasized that under UCC provisions, a buyer must promptly notify the seller of quantity discrepancies or waive the defense.
Because the buyer raised this issue only after being pressed for payment, the court found the defense unreliable and inconsistent with the documentary evidence.
Challenging the Alleged Oral Price Reduction
Finally, the buyer argued that the parties had orally agreed to reduce the contract price.
Our firm countered by highlighting that the written purchase agreement contained all material terms, including price, and expressly required modifications to be in writing.
The buyer produced no emails, messages, or documents to support the alleged oral modification.
Under New York law, oral agreements cannot override a written contract that contains a clear no-oral-modification clause.
Accordingly, the court rejected the buyer’s claim entirely.
3. Purchase agreement in New York: Court Orders Full Payment to Client
After reviewing all submissions, the court ruled fully in favor of our client.
The buyer was ordered to pay the entire outstanding balance owed under the purchase agreement, along with litigation costs.
Final Outcome and Client Victory
The court found that the buyer’s objections were untimely, unsupported by evidence, and inconsistent with the parties’ written purchase agreement.
Our firm’s litigation strategy, grounded firmly in UCC Article 2 and contractual principles, persuaded the court that the buyer had accepted the goods and was obligated to pay the contract price.
The final judgment awarded our client the full amount owed, providing complete financial recovery and validating the integrity of the purchase agreement.
4. Purchase agreement in New York: When to Seek Legal Counsel
Disputes involving goods delivery, payment delays, or conflicting contract interpretations can escalate quickly and jeopardize cash flow for suppliers.
Early intervention by experienced commercial litigation counsel can prevent prolonged disputes and preserve critical evidence.
Our Firm’s Commercial Litigation Support for Suppliers and Businesses
Our firm provides comprehensive legal support for companies facing unpaid invoices, breach-of-contract issues, and disputes arising under goods purchase agreements.
We assist with pre-litigation assessment, evidence gathering, UCC analysis, emergency prejudgment remedies, and full litigation representation.
Businesses facing similar challenges under a purchase agreement in New York can rely on our team to protect their rights and pursue full recovery.
21 Nov, 2025

