BAZAK INTERNATIONAL CORP. V. MAST INDUSTRIES, INC.
73 N.Y.2d 113, 538 N.Y.2d 503, 535 N.E.2d 633 (1989)
NATURE OF THE CASE: This was a dispute over the sale of goods between two merchants.
Bazak (P) contested an order of Appellate Division reversing denial and granting dismissal
in a dispute between textile merchants under U.C.C. 2-201(2) merchant's exception to the
Statute of Frauds.
FACTS: A representative of Mast (D) met with Tuvia Feldman, P's president. D offered to
sell certain textiles that D was closing out, and the two negotiated all the terms of an
oral agreement except price. P and D agreed on a price of $103,330. D told P it would
receive written invoices for the goods the next day and that the textiles would be delivered
shortly. When no invoices arrived, P contacted D, who assured him that everything was in
order and that the invoices were on the way. D then had P send five purchase orders by
telecopier to D's Massachusetts office. P received written confirmation of D's receipt of
the orders. D made no objection to the terms set forth in the telecopied purchase orders,
but never delivered the textiles despite P's demands. P sued alleging breach of contract and
fraud. D moved to dismiss for failure to state a cause of action, based upon the lack of
documentary evidence. D's contention is that the purchase orders sent by P to D, and D's
confirmation of receipt of the purchase orders were insufficient under UCC 2-201 to satisfy
the Statute of Frauds. The Court denied the motion to dismiss, but the Appellate Division
reversed, holding that the breach of contract claim was barred by the Statute of Frauds, and
that the fraud claim merely disguised a flawed breach of contract claim. P appealed: do the
disputed documents qualified as confirmatory writings within the 'merchant's exception' to
the Statute of Frauds (UCC 2-201 [2])?
ISSUE:
RULE OF LAW:
HOLDING AND DECISION:
LEGAL ANALYSIS:
Get
free access to the entire content for Mac, PC or Online
for 2-3 days and free samples
of all kinds of products.
for 2-3 days and free samples of all kinds of products.
https://bsmsphd.com
© 2007-2016 Abn Study Partner
No comments:
Post a Comment