Legal Definitions - perfect tender

Perfect Tender

The term "perfect tender" refers to a legal principle, primarily found in contracts for the sale of goods, which dictates that a seller must deliver goods that conform *exactly* to the terms of the contract. This means that the goods, and their delivery, must meet every specification outlined in the agreement, including quality, quantity, packaging, and delivery method. If there is any deviation, no matter how minor, the buyer generally has the right to reject the entire shipment.

Here are some examples to illustrate this principle:

• Example 1: Quantity Discrepancy

  A restaurant contracts with a seafood supplier for a delivery of 100 pounds of fresh salmon fillets. When the delivery arrives, the restaurant staff weighs the shipment and finds it contains only 95 pounds of salmon. Under the perfect tender rule, the restaurant could reject the entire shipment because the quantity delivered does not exactly match the 100 pounds specified in the contract, even though the quality of the salmon might be excellent.

• Example 2: Quality or Specification Mismatch

  A custom furniture maker orders 50 sheets of "Grade A, quarter-sawn oak veneer" from a lumber supplier. Upon inspection, the furniture maker discovers that while the veneer is oak and quarter-sawn, it is clearly "Grade B" with more knots and imperfections than specified. Even if the veneer is usable, the furniture maker could reject the entire order because the quality does not perfectly match the "Grade A" specification in their contract.

• Example 3: Packaging or Delivery Method Failure

  An electronics retailer orders a shipment of delicate circuit boards, specifying in the contract that they must be packaged in anti-static, foam-lined boxes to prevent damage during transit. The supplier delivers the correct number and type of circuit boards, but they are packed in standard cardboard boxes with only crumpled paper for cushioning. Despite the circuit boards themselves being correct, the retailer could reject the entire shipment because the packaging did not conform to the precise requirements stipulated in the contract, potentially jeopardizing the integrity of the goods.