Cal. Codes » Commercial Code / DIVISION 1. GENERAL PROVISIONS / CHAPTER 2. General Definitions and Principles of Interpretation
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Cal. Commercial Code § 1205 (2026)

General Definitions and Principles of Interpretation

✓ leginfo export of Sept. 26, 2026 (applied Oct. 1, 2026)
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(a)Whether a time for taking an action required by this code is reasonable depends on the nature, purpose, and circumstances of the action.

(b)An action is taken “seasonably” if it is taken at or within the time agreed or, if no time is agreed, at or within a reasonable time.

Notes of Decisions
Cited in 9 cases (3 in the last 5 years), 1989–2025 · leading case: United States v. John N. Grayson Dorothy L. Grayson, 879 F.2d 620 (9th Cir. 1989).
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United States v. John N. Grayson Dorothy L. Grayson, 879 F.2d 620 (9th Cir. 1989). “Cal.Com.Code § 1205(4) (West 1964). Given the language of the note and the EDA’s refusal to execute a writing waiving its rights, no evidence the Graysons might present could establish waiver or estoppel.”
Trans-tec Asia v. M/v Harmony Container, 435 F. Supp. 2d 1015 (C.D. Cal. 2005). “§ 1-303(b) (emphasis added); accord Cal. Com. Code § 1205 (1); Fla. Stat. Ann.”
Ins. Co. of North Am. v. NNR Aircargo Serv. (Usa), Inc., 201 F.3d 1111 (9th Cir. 2000). “” Cal. Com.Code § 1205(1) (1964). An inference of the parties’ common understanding that is based upon a prior course of dealing is a question of fact.”
Atl. Mut. Ins. v. Yasutomi Warehousing & Distrib., Inc., 326 F. Supp. 2d 1123 (C.D. Cal. 2004). “Considering that NNR and Dunlop used the identical invoice for the past forty-seven transactions, the Court ruled that NNR and Dunlop had developed a sufficient course of dealing to supplement its shipping agreements.”
Nat'l Am. Ins. v. Certain Underwriters at Lloyd's London, 93 F.3d 529 (9th Cir. 1996). “Cal. Com.Code § 1205 (UCC Cmt. 4) (West 1964) (custom and usage cannot overcome mandatory rules such as the statute of frauds but it can overcome rules that apply absent an explicit understanding); Nanakuli Paving & Rock Co.”
Crown Cell Inc. v. Ecovacs Robotics, Inc., 641 F. Supp. 3d 843 (N.D. Cal. 2022). “See Cal. Com. Code § 1205 (a) 20 (“Whether a time for taking an action required by this code is reasonable depends on the nature, 21 purpose, and circumstances of the action.”
Global Disposal Reduction Servs., Inc v. Allied Waste Sys., Inc., No. 3:23-cv-00582 (S.D. Cal. Aug. 16, 2023). “’ ” 17 (quoting former Cal. Com. Code § 1205 , renumbered to Cal.”
Timmins v. Walmart, Inc., 790 F. Supp. 3d 931 (E.D. Cal. 2025). “12 California Commercial Code Section 1205 states, “Whether a time for taking an action 13 required by this code is reasonable depends on the nature, purpose, and 14 circumstances of the action.”
Wang v. Wal-Mart Est. Bus. Trust, No. D060888 (Cal. Ct. App. Dec. 16, 2013). “to the 1978 amendment to § 1856, as follows: "It is expected that the courts will look to the definitions in Commercial Code Sections 1205 and 2208 for guidance in interpreting the meaning of the terms 'course of dealing,' 'usage of trade,' and 'course of performance.”
Cal. Commercial Code § 1205(1): 2 cases
Ins. Co. of North Am. v. NNR Aircargo Serv. (Usa), Inc., 201 F.3d 1111 (9th Cir. 2000). “” Cal. Com.Code § 1205(1) (1964). An inference of the parties’ common understanding that is based upon a prior course of dealing is a question of fact.”
Atl. Mut. Ins. v. Yasutomi Warehousing & Distrib., Inc., 326 F. Supp. 2d 1123 (C.D. Cal. 2004). “Considering that NNR and Dunlop used the identical invoice for the past forty-seven transactions, the Court ruled that NNR and Dunlop had developed a sufficient course of dealing to supplement its shipping agreements.”
Cal. Commercial Code § 1205(4): 1 case
United States v. John N. Grayson Dorothy L. Grayson, 879 F.2d 620 (9th Cir. 1989). “Cal.Com.Code § 1205(4) (West 1964). Given the language of the note and the EDA’s refusal to execute a writing waiving its rights, no evidence the Graysons might present could establish waiver or estoppel.”
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