A staggering percentage of contracts for the sale of goods are entered into without having the parties sign off on a single form – the buyer sends the seller a purchase order form, and the seller sends back an acknowledgement form and ships the goods. On the back of each party’s forms are legal terms and conditions. The problem is both sets of terms and conditions can’t be given legal effect in the event of a dispute.
Everyday all across America, lawyers are drafting terms and conditions for their clients that simply won’t be enforced in the event of a dispute. They don’t tell their clients because they, themselves, don’t understand the “battle of the forms.” This is widely regarded to be the most difficult and least understood area in all commercial law. U.C.C. § 2-207 was promulgated to address it. Unfortunately, legal scholars have called §2-207 “a defiant, lurking demon patiently waiting to condemn its interpreters to the depths of despair;” “incomprehensible;” and “a complete disaster” that was the product of a “a miserable, bungled, patched-up job . . .” Its intentions were grand but it was poorly drafted, and it has cut a swath of confusion that has confounded the commercial bar for more than half a century.
It is time to de-mystify the “battle of the forms.” This webinar will help you unlock its secrets, once and for all.
Recorded during a live webinar in November 2017.