## Facts

- Northern Concrete Pipe, Inc. agreed to buy a 1979 Dodge pickup truck with a snowplow attachment from Capitol Dodge Sales, Inc.
- During a test drive, the truck overheated; Capitol Dodge’s salesperson stated the truck would not overheat if the snowplow was properly positioned.
- Northern paid by check for the full price and left the truck with Capitol Dodge to attach the snowplow.
- After installation, Northern’s employees drove the truck and it overheated again; Northern returned it for repairs.
- Capitol Dodge asserted it repaired the problem, but on the next attempted drive the truck again overheated.
- Northern notified Capitol Dodge that it was rejecting the truck and stopped payment on its check.
- Capitol Dodge processed title documents in Northern’s name and sued for the purchase price, claiming Northern had accepted the truck.
- The trial court entered judgment for Capitol Dodge, and the circuit court affirmed.

## Issues

1. Whether Northern accepted the truck under UCC § 2-606 (MCL 440.2606), thereby obligating it to pay the price and barring rejection.
2. Whether Northern had a reasonable opportunity to inspect the truck, including by putting it to its intended use, before acceptance could be implied from possession and use.
3. Whether seller-initiated title processing could establish acceptance despite the buyer’s prompt rejection for nonconformity.

## Decision

- The Michigan Court of Appeals reversed the lower courts.
- The court held that Northern did not accept the truck under UCC § 2-606.
- The court concluded Northern’s limited post-delivery use was part of reasonable inspection to test the truck for its intended purpose.
- Because the truck persistently overheated and the defect was not cured, Northern was entitled to reject the nonconforming goods and stop payment.
- Capitol Dodge’s processing of title paperwork did not constitute acceptance by Northern.

## Legal Principles

- Under UCC § 2-606, acceptance requires conduct signifying the goods are conforming (or will be kept despite nonconformity) or failure to reject after a reasonable opportunity to inspect.
- A buyer may take possession and use goods to the extent reasonably necessary to test them for their intended use without thereby accepting them.
- A timely rejection under UCC § 2-602 is available when a nonconformity is discovered during the buyer’s reasonable inspection period.
- When no acceptance has occurred, the buyer proceeds by rejection rather than revocation of acceptance.
- Administrative acts by the seller (including processing title) do not substitute for the buyer’s statutory acceptance.

## Conclusion

The court held that a commercial buyer who promptly tests goods for their intended use and encounters a persistent defect has not “accepted” under UCC § 2-606 merely by taking possession and attempting limited use; the buyer may reject the nonconforming goods and stop payment, and seller-side title processing does not change that result.


Capitol Dodge Sales, Inc. v. N. Concrete Pipe, Inc., 131 Mich. App. 149, 346 N.W.2d 535 (Mich. Ct. App. 1983)