Grocery, Inc. is a retail grocery store chain with stores located throughout the United States. The organization has contracts with many vendors to obtain the products they sell in their stores. There are many laws and guidelines that, like other similar businesses, Grocery, Inc. must follow in order to operate in a compliant manner. Common Law Contracts and UCC Article 2 Contracts
Both common law and UCC Article 2 contracts would apply between Grocery Inc. and their vendors; however for domestic purposes the UCC Article 2 contract would supersede that of the common law contract. Grocery also has international vendors which make it a bit more interesting, each country might have their own version of the US UCC. If the matter is brought to court they will “apply the definitions used in their own jurisdiction,” meaning that when contracts are created the language used must clearly express the wishes of both parties (Cheeseman, 2004). Since the rules of Article 2 of the UCC can be applied in one aspect or another then it would be safe to say that Article 2 applies to the contracts with Grocery Inc. and its vendors. Breach of Contract
In order to find out who wins, it is necessary to review the contract between Masterpiece Construction and Grocery Inc. to determine if there is a clause which specifies whether or not Masterpiece Construction can sub-contract the renovation or if they must perform the work themselves. Once determined, Grocery Inc. would know if they have a valid case. In this circumstance Grocery has a good chance of winning the suit for specific performance but not necessarily for breach of contract. If the contract specifies that Masterpiece is to perform the work, then Masterpiece would be responsible for breach of contract. If that is not stated then Masterpiece had the right to delegate the work to a Build Them To Fall without penalty. However this does not excuse Masterpiece from being liable for the renovation. When Build Them To Fall accepted the job from Masterpiece, they also assumed the liability, which means both companies are equally liable for the quality of work. If Build and Grocery both agree to the novation, Masterpiece would have no further obligation under the contract and Grocery would have to hold Build responsible for performance. Grocery Inc. would win this case; even though Masterpiece Construction had a right to delegate the duties, or discharge the contract due to commercial impracticability, Masterpiece failed to oversee the quality of the work being performed by their sub-contractor. While Masterpiece Construction does have the right to subcontract out help/assistance on assignments they must still oversee the quality of workmanship that is being done. When Grocery contracted the job to Masterpiece Construction they did it because of the quality of work that Masterpiece is known for, however they did not receive the quality of work that they had paid for. Since Masterpiece elected to subcontract this job to another company, Build Them To Fall, they were vouching their workmanship. Masterpiece should also have communicated to their client that they had in fact subcontracted this job out and to whom, the contract could have been re-evaluated to determine if in fact Grocery wanted to proceed with the work that was to take place. Contract Law
Jeff is requesting two things: one to be able to cancel the contract and two, to be given a refund for the 6 months of payment she made. Into the mix is the fact that Jeff is a minor and whether he could be held legally responsible is therefore questionable. Smooth Sales Used Cars holds the legal cards for the most part. Different states have statutes related to whether minors can be held legally responsible in contracts. That the contract was signed in good faith is a factor for Smooth Sales Used Cars and that Jeff omitted the information are two key factors for the dealership. The dealership could inform Jeff that he...