Analyze the elements of a valid contract
Apply research to create original insights and/or solve real-world problems.
The Cardigan family has made a name for themselves in the sweater industry whereby they have designed sweaters for a variety of uses and for a wide target audience ranging from toddlers to business professionals. Cassandra, whom everyone calls Cassie, is the CEO of CARDWARE Inc., Camoni is the spokesperson for the sweater line, and Candie models the lines in the professional sphere. They often use their mother, Camille, as a business consultant for input about various new ideas and marketing because she was the manager and agent of her son’s glove company. Cora and Caley, Camille’s two youngest daughters from her second failed marriage to Bo Jenkins, are co-office managers of their headquarters located in Silkadonia.
Camille has developed a good network among those in the fashion industry, especially the seamstresses who have been hired by well-known celebrities. One day, Camille spoke with Sonya, the owner and Lead Seamstress for Shazam Clothing Industries. Shazam is a leading manufacturer of unique limited-edition clothes in Silkadonia. Camille presented Sonya with her order to sew a limited number (500) of hot pink and black machine knitted sweaters with a matching knit hat. Each sweater was to have a number and Candie Cardigan’s signature on a label sewn onto the bottom right side of the sweater. The hats would have the same label with matching number to its sweater but sewn on the right side of the turned-up hat cuff. Sonya agreed to make each sweater and hat pair for $100. Camille’s plan was to sell each set for $300 thereby making a $200 profit per set. While discussing the type of yarn to be used, Sonya’s cell phone rang. Sonya pushed a piece of paper and a color palette towards Camille and whispered, “write the type of yarn you want used and exact dye lots” and I will begin work on this right away. Camille did request but forgot to give Sonya the traditional 25% down payment. The down payment has always been used to purchase the materials.
Sonya completed production of all 500 sweaters in record time and has presented Camille with an invoice for payment for the same. At the bottom of the invoice, the words, “Payment Due Upon Receipt” were written. Camille changed her mind about wanting the sweaters and hats, as she decided that the items would not be as profitable as originally anticipated. Sonya now comes to the law firm you work for, P. Strami, and Hammond, Attorneys at Law, and wants to know if she has any recourse. Attorney Strami hands you the following instructions and asks that you draft a memorandum to him incorporating your research.
Dear Paralegal:
Please prepare a 2–3-page double-spaced memorandum in size 12 Times New Roman font discussing the following in the order presented:
- Please determine whether or not a contract has been formed using the basic contract principles of offer, acceptance, and consideration. State whether or not any of the crucial parts of the initial offer may be missing.
- Further, please research whether or not Camille and Sonya’s prior course of dealings has an impact on the parties’ communications and whether or not Sonya would be successful against CARDWARE Inc. should a breach of contract lawsuit be brought against her.
- Be sure to include intext citations as you integrate your research to support your position on whether or not a contract has been formed.
- Do not forget to provide your legal research within your memorandum. You may use case law to make comparisons, your textbook, and reliable Internet research to provide in-text citations not older than 3 years for your work. Do not use Wikipedia.
Other Notes: Please apply the following laws
Statute of Frauds: requirement in writing
Contract of sale of goods: UCC requires that any sales of goods valued over $500 must be in writing. It can be a simple written agreement but must specify that quantity of items.
A specially manufactured good is one where, for example, a proprietary design is used in creating the product or the product is personalized.
Sources: (will be provided)
Prior course of Dealings
Provide research whether or not Camille and Sonya’s prior course of dealings has an impact on the parties’ communications.
Source: (will be provided)
N.Y. Practices Series
- Evidence of the parties’ course of dealing during their business relationship may be used to assist the court’s interpretation of ambiguous language.
- A party may introduce evidence of the prior course of dealing to support its interpretation of the ambiguous language.
- Such evidence also may establish a party’s awareness of and consent to, intended contract terms.
