Able And Baker Case Summary

1) General Rule – Contract damages should put the π in as good of a position as if the contract was fulfilled.

Any contract for transporting freight or personnel by vessel, aircraft, bus, truck, express, railroad, or oil or gas pipeline where published tariff rates are in effect;

20) With regard to consideration in a sales contract, the UCC differs from the common law in that

�1. Under the UCC, a sale occurs when title passes from a seller to a buyer for a price. TRUE

15–1. Liquidated Damages. Carnack contracts to sell his house and lot to Willard for $100,000. The terms of the contract call for Willard to make a deposit of 10 percent of the purchase price as a down payment. The terms further stipulate that if the buyer breaches the contract, Carnack will retain the deposit as liquidated damages. Willard makes the deposit, but because her expected financing of the $90,000 balance falls through, she breaches the contract. Two weeks later, Carnack sells the house and lot to Balkova for $105,000. Willard demands her $10,000 back, but Carnack refuses, claiming that Willard’s breach and the contract terms entitle him to keep the deposit. Discuss who is correct. (See Damages.)

iv. Arrangement considerations must be fixed or determinable and are to be allocated at the “inception of the arrangement to all deliverables on the basis of their relative selling price.”

a) Alan wants to know the five requirements in order to make a valid contract.

III. If the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item or items is considered probable and substantially in the control of the vendor.

In this case, there are two issues that emerge; the first entails as to whether Johnson, who is a farmer should be treated as a merchant according to the definition of the Universal Commercial Code. The other issue that emerges in the case concerns as to whether the oral contract made between the two parties of selling 600 bushels at the price of $ 4.02 should constitute a binding contract.

u. P2) This implies that the seller who intends to enter a contract with a customer has a duty to disclose exactly what the customer is buying and what the terms of the sale are.

The second requirement that needs to be fullled by the parties in the contract is the

3.1. The Seller and the Buyer both acknowledge the sufficiency of this consideration. In addition to the purchase price specified in this Agreement, the amount of any present or future sales, use, excise or similar tax applicable to the sale of the Goods will be paid by the Buyer, or alternatively, the Buyer will provide the Seller with tax exemption certificate acceptable to the applicable taxing authorities.

iii) The delivery method is particularly important for commodities that involve significant transportation costs. However, the delivery method in the contract is not mentioned and may cause confusion.

Because the contract was so vague and did not specify otherwise, I believe it was a shipment contract. Under a shipment contract, “the seller is required only to deliver conforming goods into the hands of the carrier, and title passes to the buyer at the time and place of shipment” (Miller, pg.318).

c) Special Legal Considerations would be another alternative for this issue. Inspection Rights, if a purchaser has not inspected the purchased material to ensure that it conforms to the terms of the contract, the law gives him or her a reasonable period of time to inspect the material after it is received. If the purchaser raises no objection to the material within a reasonable period of time, he or she is deemed to have accepted it.