Paper Topic:

Grocery, Inc.

Grocery Inc . 1

Question 1

The Common Law of Contracts and The UCC apply to sales contracts . The Common Law governs Contracts involving trade of tangible items termed as goods (Henry R .Cheeseman , 2004 ,

.381 . The UCC is a model act that contains uniform rules that govern commercial transactions (Henry R .Cheeseman , 2004 ,

.381 . Article 2 in the UCC establishes rules for sales transactions specifically (Henry R .Cheeseman , 2004 ,

.381 . Since there is a transaction of tangible items between Grocery Inc and its vendors the contracts are subject

to both the Common Law and The UCC However , The Common Law of contracts governs if either Article 2 or Article 2A is silent on an issue (Henry R .Cheeseman , 2004 ,

.381

There are a few contrasts between the Common Law and the UCC . Most of these pertain to the offer made and the acceptance by the buyer According to Henry R .Cheeseman (2004

The Common Law allows for a retraction of the offer by the offeror before acceptance . An exception , called option contract , is made when a consideration is paid to keep the offer open . The UCC on the other hand permits an exception where , by a written assurance on a separate form an offer cannot be revoked before a period of three months . This is called the firm offer rule [UCC 2-205] (p .385

Grocery Inc . 2

The mirror-image rule of the Common Law doesn 't permit additional terms in the offer . The addition of new terms would hold the offer `extinguished . On the contrary , The UCC 2-207 (1 ) permits expressions of acceptance that are definite and timely and these qualify as an acceptance even when there are additional terms . However , in the case of both parties being merchants , this exception is not given if the acceptance is conditional for an assent . In the case of one party or both parties being non-merchants , additional terms would be considered as `proposed additions ' and the offer would not be `extinguished . If the additions are rejected by the offeror , the sales contract would have the terms of the original offer [UCC 2-207 (2 )] (p .387

Question 2

The Business law has provisions for a firm to delegate its duties in cases where it feels that it would not be able to perform the contract However , if the obligee has a substantial interest in having the obligor perform the acts required by the contract , duties may not be transferred (Henry R .Cheeseman , 2004 ,

.286 , Masterpiece is obliged to perform the contract without delegation . Since Grocery Inc has sued Masterpiece for breach of contract and specific performance , it must have had a clause included that restricts transfer of duties

Since Masterpiece claims that it has the right to delegation of duties and has indirectly agreed to have delegated duties , it is legally liable for the performance of the contract ' and Grocery Inc has the right to sue Masterpiece (Henry R .Cheeseman , 2004

Grocery Inc . 3

p .286 . In a...

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