I am writing you this memo in compliance with the mandatory mediation requirements issued by the court. I would first like to state to you my stance in this case. I have been dealing with this particular vendor for about six months now. The business relationship started after my wife and I visited Mrs. Doe’s Sunday school class in Huntsville, Alabama. I was there in support of my wife and to explore the Christian religion, but in small talk Mrs. Doe informed me of her family’s grape vineyard and the value of a certain natural product they produced. My natural herb store was in need of some new products for my customers so I agreed to try Mrs. Doe’s product in my store. The muscatine products were a success so naturally I continued to place orders for the products by phone and paid the invoices as the money became available; at this point in the business relationship there was no written contracts signed between Mrs. Doe’s business and mine thus my understanding is that our contract was of the implied variety, meaning that the action of my ordering and her supplying was the contract.
After a few months I began hearing chatter about the popularity of muscadine grape products, and as a vendor I needed to get some legal documents locking down my business relationship Mrs. Doe’s vineyards before the price of the supply went too high. When I first started my company 2011, I remember reading a book about the laws of supply and demand. I remember reading that as the rise in demand grew the cost of the supply would grow as well. To refresh my memory I went back over that book and there it was in black and white “to make money within this cycle, get in early and get out early. That is, increase your supply as the demand starts to rise and cut your price as the demand starts to fall” (Ball K., Seidman. D 2011). Clearly our implied relationship was not going to be enough to keep me on top of this product increase, I knew whatever I was going to do I needed to do it fast. I had remembered that there as going to be a delivery coming from the vineyard that day so I typed up a quick contract that would set in place my current pricing and future deliveries as well.
The contract was just a formality to protect myself and my company, sure Mrs. Doe was a good Christian lady, but I was not convinced that Christianity and business had anything to do with one another. When Mrs. Doe’s son arrived with the delivery I asked the young man to sign the contract as, like I stated earlier, a formality for both companies. I had reviewed all aspects of the contract and did not perceive anything within the contract that was already out of our ordinary routine. I would call and place an order, Mrs. Doe would fill the order and deliver it to our establishment then within a month or so I would pay my invoice. Paying the invoice within 30-45 days gave me time to sell some of the product so that it virtually paid for itself. I was not aware of Mrs. Doe’s son’s age and since I was not expecting the business relationship to sour anytime soon, I did not think to ask if he was a legal adult. When I asked Mrs.
Doe’s son to sign the contract he did not offer any information about his age either so in my defense what reason would I have to suspect otherwise. Once I learned of the Huffington Post’s article praising the value of muscadines I knew it was a matter of time before Mrs. Doe either opt to raise the price of her products, I never expected her to want to cancel our business transactions indefinite. I was sure by now that her some had disclosed the contract to his mother by now, it was pertaining to the family business and if he was competent enough to make the deliveries and assist his mother with the company then surely he was responsible enough to give her the contact that he had signed. When Mrs. Doe reveled to be that she was no longer going to supply me with the product I was surprised and angered, we had an agreement. Once Mrs. Doe informed me that she had no knowledge of the contract I immediately faxed the contract to her and then began researching my next legal steps. During my research of contract law I discovered a publication that highlighted all the legal aspects of binding legal contracts.
There are several reasons that I judge may rule a contract unenforceable, one of which relates to nondisclosure due to lack of capacity, this immediately required more study. According to the publication “It’s expected that both (or all) parties to a contract have the ability to understand exactly what it is they are agreeing to. If it appears that one side did not have this reasoning capacity, the contract may be held unenforceable against that person. The issue of capacity to contract usually comes up when one side of the agreement is too young or does not have the mental wherewithal to completely understand the agreement and its implications” (Stim 2000). I knew that Mrs. Doe would try to use her son’s age as a reason not to honor the contract. I personally believe that if Mrs. Doe actually had no knowledge of the contract it was due to her son’s deception thus proving he had full capacity when he signed the contract. I cannot contest to how this legal matter will change my thought process about Christianity. I do not see that Mrs. Doe’s attempt to dishonor our contract as an immoral act.
When Mrs. Doe first contacted me I was angry and started to see her breach of contract as a flaw in her moral compass but then I read a passage in another publication I had researched. The aurthor stated that “a tension exists between the felt sense that wrong has been done when contracts are broken and the actual operation of the law” (Porat, A., & Ben-Shahar, O. 2010). I believe that I have to separate this lack of good judgment in Mrs. Doe’s case from my evaluation of God and Christianity, in doing so I must also take full advantage of my legal rights as a business owner. In order for my business not to suffer from this attempt to breach the contract either Mrs. Doe must honor the contract until the end or she must pay me for the damages that would be associated with the vineyard canceling our agreement, anything less would be unacceptable and a I will continue forward with my lawsuit.
Ball, Madeline K.; Seidman, David. (2011). Dollars and Sense: Supply and Demand. Rosen Central. Retrieved 8 February 2015, from Porat, A., & Ben-Shahar, O. (2010). Fault in American Contract Law. Cambridge: Cambridge University Press. Stim, R. (2011). Contracts: The essential business desk reference. Berkeley, CA: Nolo.
Courtney from Study Moose
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