N.Y. Uniform Commercial Code Law § 2-609: Right to Adequate Assurance of Performance

Section 2--609. Right to Adequate Assurance of Performance.

(1) A contract for sale imposes an obligation on each party that the

other's expectation of receiving due performance will not be impaired.

When reasonable grounds for insecurity arise with respect to the

performance of either party the other may in writing demand adequate

assurance of due performance and until he receives such assurance may if

commercially reasonable suspend any performance for which he has not

already received the agreed return.

(2) Between merchants the reasonableness of grounds for insecurity and

the adequacy of any assurance offered shall be determined according to

commercial standards.

(3) Acceptance of any improper delivery or payment does not prejudice

the aggrieved party's right to demand adequate assurance of future

performance.

(4) After receipt of a justified demand failure to provide within a

reasonable time not exceeding thirty days such assurance of due

performance as is adequate under the circumstances of the particular

case is a repudiation of the contract.