CONTRACTS ANALYSIS INSTRUCTIONS
Review the Contracts Analysis Case Study prior to answering thequestions listed below.
Write a legal analysis of at least 1,000 words that answers thefollowing questions from both a legal and a spiritualperspective:
1. What should you do about continuing to do business withMarshall?
2. If you elect to stop doing business with Marshall, what legalcauses of action might he bring against your company, whatdamages or remedies might he seek, and what legal defenses mightyour company have?
3. If you stop doing business with Marshall, what are thepotential impacts on Marshalls continued exploration of hisfaith? What biblical options are available for resolving yourdisputes with Marshall?
Your analysis must be supported by at least 3 legal or scholarlysources, cited in proper APA format. The assignment must also beformatted in current APA format, but you do not need to includean abstract.
In connection with this assignment, you may want to research thefollowing legal concepts and incorporate what you find in youranalysis if you consider them relevant:
Covenants of good faith and fair dealing;
o See, e.g., Sons of Thunder, Inc. v. Borden, Inc., 148 N.J. 396(1997).
Minors capacity to contract;
Fraud in the execution of a contract;
An employees capacity to bind a company by contract;
Section 2-306 of the Uniform Commercial Code;
Custom and practice between merchants;
Any other legal concepts you believe may be relevant.
CONTRACTS ANALYSIS CASE STUDY
Marshall Petersen and his wife, Gloria, began visiting the Sundayschool class you teach in Huntsville, Alabama, about six monthsago. Marshall is not a Christian, but with the encouragement ofhis wife, who is a believer, he says he is beginning to explorethe faith.
After his first visit to the class, you spent some time talkingwith Marshall and you discovered that he owns a small, localhealth food products business, and that he is interested ingrowing the business by adding some new product lines. Youinformed him of the high antioxidant qualities of the Muscadinegrapes your familys produce company sells, and you asked him ifhe might be interested in promoting either the grapes themselvesor the various products developed using their seeds. Marshall wasinterested, and a few days later you supplied him with somesamples. The samples turned out to be a very popular item withhis regular customers, so he placed a modest phone order withyour company. Over time, Marshall placed regular, increasingphone orders, and he began investing heavily in advertising forthe Muscadine products at his store. Your company has faithfullydelivered everything requested, promptly, and at consistentprices. You typically sent an invoice with each delivery,requiring payment within 30 days, and though Marshall hasfrequently been late making payment, he has generally paid eachinvoice within 45 to 60 days. You have elected not to charge himany interest or penalties, though your invoices state that youreserve the right to do so.
On one occasion when your son, a part-time deliveryman for yourcompany, delivered some product to Marshalls store, Marshallhanded your son a requirements contract and asked him to sign iton behalf of your company. The contract includes a guaranteedprice schedule consistent with what he had been paying. Marshalltold him that it was just a formality to guarantee a continuingbusiness relationship. Your son signed the contract and gave itback to Marshall. Neither Marshall nor your son mentioned thecontract to you. Your son was 17 years old at the time, butturned 18 last month.
After a columnist for The Huffington Post wrote an articlepraising the antioxidant qualities of Muscadines, the demand forMuscadines skyrocketed nationwide. Your company became inundatedwith orders, far in excess of your ability to meet the demand. Acompany in Texas offered to pay you twice the going rate for yourproducts, but the company also required you to sign an outputcontract as a part of the deal.
Though this contract would represent a substantial financialwindfall for your company, you felt bad about potentially leavingMarshall out to dry. You called Marshall, advised him of theoffer you had received, and you suggested to him the names ofother reputable potential suppliers in the area to try and softenthe blow.
To your surprise, Marshall became very angry and told you that heexpected you to continue to supply him with all the product heneeds, when he needs it, and at the prices he had always paid,per the requirements contract between your businesses and inaccordance with an implied duty of good faith and fair dealingthat had evolved based on your ongoing business relationship.When you asked what requirements contract he was talking about,he faxed you a copy of the contract that had been signed by yourson.
MEDIATION MEMORANDUM INSTRUCTIONS
Review the facts and law from the Contracts Analysis Case Study.
What happened next:
Marshall Petersen filed a lawsuit against the grape producer,alleging various breaches of contract. In response, the grapeproducer has requested that the parties try to mediate thedispute, using a mediation service provided by their church.Marshall has agreed and must now draft a confidential mediationmemo that states his legal and factual positions about the issuesin dispute. This memo will be confidential (not shared with thegrape producer), so Marshall needs to provide the mediator withsufficient background to facilitate a settlement between theparties.
Draft Marshalls confidential mediation memorandum, using thefollowing outline:
1. Facts of the case
2. Contract(s) at issue summarize material terms
3. Legal issues
4. Requested remedies
5. Conditions under which settlement may be achieved (wherecompromise is possible)
6. The memo must be styled as a business memo (see below)addressed from Marshall to the mediator, Alexis Fairchild, andmust be at least 1,000 words. The analysis must be supported byat least 3 legal or scholarly sources, other than the textbookand course materials, cited in current APA format.
For information on the proper format of a business memorandum,see the following websites:
How to Format a Business Memorandum
Sample Memo from OWL Purdue