Uniform Commercial Code

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  • Common law contracts use the Mirror Image Rule - which is acceptance must be for the same exact terms & conditions
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  • signed: Bob signed: Brenda
  • Sale of Car  $35000
  • $25000
  • CONTRACT
  • Bob's Corn Farm is growing well
  • Why is it hard to tell a secret in the corn fields?
  • Brenda has a business called Corn Everything and uses Bob as a Vendor
  • Hi Bob, I'd like to order 10 cases of corn please
  • TO-D0 Call Bob to order corn A-Mazing dinner Corn-fused Candy
  • Bob's Corn Farm How may I help you?
  • Delivery!
  • According to the mirror image rule it would say that there is no longer a valid contract between these two. Even If Brenda signed the contract the price was change and the element of acceptance has no longer been met and no contract exist.
  • $50
  • $50
  • $50 dollars? You can't do that!
  • Uniform Commercial Code deals specifically with commercial contracts. Lets focus on Article 2.
  • Actually...he can
  • That is correct! 
  • When you called Bob to place the order, nothing was written or signed, so therefore a contract did not exist, and you were under the assumption that the prices were going to be the same.
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  • After buying her car from Bob she has been a supporter to Bob's farm business.
  • $50
  • $50
  • I'll take them Bob, I can't afford to have a shortage on supplies anyways.
  •  For the last 2 years Bob has been selling a case of corn for $30 to Brenda. There is an assumption that her corn will stay the same price when it comes this week.
  • $50
  • $50
  • $50
  • $50
  • $50
  • $50
  • $50
  • $50
  • Uniform Commercial Code Article 2 was written so that merchants can conduct commercial transactions in a more flexible manner that does not require a written or oral agreement. 
  • So...if there's no contract I technically can refuse the items?
  • What if I agree to take the shipment today?
  • Upon acceptance of the new delivery Brenda has accepted a change of the terms in the contract at that moment.
  • $50
  • $50
  • $50
  • $50
  • $50
  • $50
  • $50
  • $50
  • In common law a price cannot be changed once an agreements been made and a contracts been signed
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