Q&A: Will a court find a contract and include the additional terms?

Question by moesha126: Will a court find a contract and include the additional terms?
An acceptance will create a contract. At common law the acceptance had to be identical ( mirror image) to the offer! A response that was not identical would amount to a counter-offer and cancel out the offer. Modernly, this is no longer the case. If the offeree gives a grumbling response, or if the response given contains additional terms that are unimportant (immaterial), it will still be ruled an acceptance! The UCC reflects a greater departure from the traditional common law approach. When merchants (pros) are transacting business, they almost always rely on their own forms. An offer will be made on one form and an acceptance will be presented on another form. The purported acceptance will invariably contain terms and conditions that are not in the offer. Will the additional terms cause the court to rule that a counter offer was made? Will a court find a contract based on the terms that are identical and then disregard the additional terms? Will a court find a contract and include t

Best answer:

Answer by stevenc925
As for your first question, under the UCC, the additional terms become part of the contract if the parties are merchants unless the offeree expressly limits acceptance to the terms of the offer, materially alters the contract or the offeree objects within 10 days. If this is the case, then the offeree has made a counter offer and there is no contract.

So if one party is not a merchant, then the additional or different terms are merely proposals and are disregarded(mean nothing).

You need to read 2-207 carefully and get a good Barbri outline.

What do you think? Answer below!