In re Rafter Seven Ranches, L.P.

Rafter Seven Ranches, L.P. (Rafter) bought four used sprinkler systems from Ochs Irrigation (Ochs), financed through lease agreements with C.H. Brown Company (Brown); the first system arrived two months late and nonconforming, but Rafter used it anyway to mitigate crop losses. Two more nonconforming systems were delivered, which Rafter inspected, found to be "junk," told Ochs to remove, but which Ochs left uninstalled in the field; the fourth system was never delivered. About six weeks after the deliveries, Rafter notified Brown it would stop making lease payments and filed for chapter 12 bankruptcy. Brown filed a claim to recover the lease payments, and the bankruptcy court found Rafter had accepted the systems and failed to reject them in a timely way; the BAP affirmed, and Rafter appealed again.