The GC owners have questions and need clarification about several contract concepts and issues related to their new business. Specifically, they have questions about:
Statute of Frauds "writing requirement"
Discharge of a contract
Satisfaction of contract performance
Winne and Ralph have asked you to prepare examples and explanations of these 3 areas of contract law.
Instructions
To respond to the GC groups questions and concerns, create facts scenarios and explanations to discuss with the GC owners.
1. Statute of Frauds - "writing" requirement
Background: Generally, contracts for the sale of goods must be in writing, and the writing must be signed by the parties to the agreement, and the parties must be sufficiently identified. GC will be selling goods via the internet; the owners are wondering whether these electronic contracts are valid and enforceable.
Write a hypothetical facts scenario describing specific details of a valid, enforceable electronic contract between GC and Windows Bright, a small window washing business in Missouri. The contract is for the sale of 3 cases of Shiny Lite window cleaning solution, at $200 per case, to Windows Bright, and sold by GC via the internet.
The scenario must explain how/why the Statute of Frauds requirement that contracts for sale of goods over $500 be in writing can be satisfied electronically.
2. Discharge of a contract
Background: There are several reasons for which a contract can be discharged before performance under the agreement. Under common law and the UCC (Uniform Commercial Code, Section 2-615), a contract may possibly be discharged because of commercial impracticability when performance could be completed only with extreme difficulty, or at unreasonable expense, or would have little practical value. Courts are relatively flexible on this matter.
Write a hypothetical facts scenario describing specific details of a contract between GC and a Barton Industries (a fictitious company), for which GC was to provide roof and floor cleaning in Barton's large corporate office building each month for 3 months.
Write the scenario facts so that GC could reasonably argue that GC should be discharged from performing on the ground of commercial impracticability.
The scenario must explain how/why the contract might be discharged for commercial impracticability.
3. Satisfaction of performance
Background: Some businesses advertise, "Satisfaction guaranteed or your money back". A performance satisfaction clause in a contract can mean that one party does not have to pay or perform his or her duties under the contract unless fully satisfied with the other party's performance.
Courts typically apply an objective, reasonable standard to resolve disputes arising from contracts with satisfaction clauses.
Would you advise GC to include a satisfaction clause on their contracts with cleaning clients? Why or why not? Fully explain and support conclusions.