Cal. Codes » Commercial Code / DIVISION 2. SALES / CHAPTER 6. Breach, Repudiation and Excuse
California Codes

Cal. Commercial Code § 2606 (2026)

✓ current as of May 2026
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(1)Acceptance of goods occurs when the buyer

(a)After a reasonable opportunity to inspect the goods signifies to the seller that the goods are conforming or that he will take or retain them in spite of their nonconformity; or

(b)Fails to make an effective rejection (subdivision (1) of Section 2602), but such acceptance does not occur until the buyer has had a reasonable opportunity to inspect them; or

(c)Does any act inconsistent with the seller’s ownership; but if such act is wrongful as against the seller it is an acceptance only if ratified by him.

(2)Acceptance of a part of any commercial unit is acceptance of that entire unit.

Notes of Decisions
Cited in 6 cases (1 in the last 5 years), 1990–2025 · leading case: Union Oil Co. v. O'RILEY, 90 Cal. Daily Op. Serv. 9107 (Cal. Ct. App. 1990).
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Union Oil Co. v. O'RILEY, 90 Cal. Daily Op. Serv. 9107 (Cal. Ct. App. 1990). · cites it 2× “Within the meaning of California Commercial Code section 2606, 6 respondent thus chose to become indebted to it, according to Union Oil.”
In Re Amica, Inc., 135 B.R. 534 (Bankr. N.D. Ill. 1992). “Cal.Comm.Code § 2606(l)(c). 33. The tender of payment is a condition to the seller’s duty to tender and complete any delivery.”
China Nat'l Metal Prods. Imp./Exp. Co. v. Apex Digit., Inc., 141 F. Supp. 2d 1013 (C.D. Cal. 2001). “Cal. Com. Code § 2606 (l)(a), (c). Cases interpreting UCC section 2-606 have consistently held that by continuing to order and use the non-conforming goods delivered by the seller, the buyer has accepted the goods despite their nonconformity.”
Magic Link Garment Ltd. v. ThirdLove, Inc. (N.D. Cal. 2020). · cites it 3× “” Cal. Comm. Code § 2606 (1). 22 Relatedly, California Commercial Code § 2608(1) provides that a buyer may 23 revoke his acceptance of goods “whose nonconformity substantially impairs its value to 24 him if he has accepted it .”
Separ Plastik San. Ve Tic. Ltd. Sti v. Edris Plastics MFG., Inc. (C.D. Cal. 2025). · cites it 2× “California Commercial Code section 2606 provides that 23 acceptance occurs when the buyer, “[a]fter a reasonable opportunity to inspect the goods 24 signifies to the seller that the goods are conforming or that he will take or retain them in 25 spite of their nonconformity.”
Brand v. Hyundai (Cal. Ct. App. 2014). “While Hyundai noted below there is no “cooling off” period in which to reconsider an automobile purchase, it remains true that the buyer must have a reasonable opportunity to inspect the goods upon delivery (Com. Code, § 2606, subd. (1)(a)), and the same is true by incorporation…”
— Cal. Commercial Code § 2606(1) — 1 case
Magic Link Garment Ltd. v. ThirdLove, Inc. (N.D. Cal. 2020). “” Cal. Comm. Code § 2606 (1). 22 Relatedly, California Commercial Code § 2608(1) provides that a buyer may 23 revoke his acceptance of goods “whose nonconformity substantially impairs its value to 24 him if he has accepted it .”
— Cal. Commercial Code § 2606(l)(c) — 1 case
In Re Amica, Inc., 135 B.R. 534 (Bankr. N.D. Ill. 1992). “Cal.Comm.Code § 2606(l)(c). 33. The tender of payment is a condition to the seller’s duty to tender and complete any delivery.”
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