American Contract Law for a Global Age, 2017a

(a) Is Ivy League University a “merchant”? Consult UCC § 2-104(1) and its
Official Comment 2. Be prepared to argue both sides.
(b) Assume instead that Ivy League University is actually “Ivy League
Consignment,” a merchant that regularly sells used furniture, including (the coffee
table it acquired from the law school). Did Ivy League Consignment breach the
implied warranty of merchantability as to the coffee table it sold to Mr. Hart? Consult
UCC § 2-314 and its Official Comments 3 and 4. Be prepared to argue both sides.
Problem 11.2
Reconsider the facts of the 1915 New York case of Poel v. Brunswick-Balke-
Collander Co., which you read—and should review again—in Unit 5 of the CONTRACT
FORMATION chapter of this casebook.
Assume now that the Uniform Commercial Code (which was not widely
adopted until about a half-century after Poel) governs the case under its same facts.
Would Poel come out differently? If so, how and why? Consider UCC § 2-207 in
connection with this problem.
Problem 11.3
Computer Manufacturer sent a signed purchase order to Supplier ordering
5,000 Mark-V electronic components for use in building its computers. The purchase
order contained several preprinted terms on the back, including (1) a provision that
all goods provided by Supplier must be warranted against all defects for five years,
and (2) a provision that all disputes under the contract will be settled by arbitration
in California. Supplier responds with an acknowledgment form that says, “We have
entered your order; please send us shipment details.” Supplier’s form contains
preprinted terms on the back which specify (1) all products provided by Supplier carry
a limited one-year repair-and-replace warranty, and (2) all disputes under the
contract will be settled by arbitration in Florida. Manufacturer subsequently sends a
message setting out the delivery schedule, which says “this delivery order is subject
to all terms and conditions set forth in our original purchase order.” Nothing further
is said. Supplier ships the components. When some of them prove defective after two
years, Manufacturer wants to sue Supplier.
Are the components still under warranty? And where (if anywhere) will the
dispute be arbitrated? Consider UCC § 2-207 in connection with this problem.
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216 CHAPTER IV: ALTERNATIVE REGIMES