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Battle of the Forms and Managing the Contracting Process

Date: Tuesday, April 9, 2019
Time: 1:00 - 2:30 pm EST

Sponsored by Lorman Education Services


Registration - Live Webinar Only: $199.00

Registration - Live Webinar Plus CD Recording: $268.00
 

Are your contracting practices effective? Ensure your terms are communicated clearly to avoid costly litigation.

Effective contracting practices are critical to ensuring that contracts are made on acceptable terms. Ineffective practices can lead to a failure to achieve required terms or worse, a contract on terms that are contrary to one’s objectives.

Our fast-paced world increases the pressure as it is very easy for conflicting terms to be exchanged electronically without a complete meeting of the minds of the prospective parties. Learn how to control the contracting process to avoid unacceptable terms by avoiding or winning the battle of the forms.

Learning Objectives:

  • You will be able to discuss scope and applicable law.
  • You will be able to review contract formation.
  • You will be able to identify best practices for contracting.
  • You will be able to discuss real world issues.
This Live Webinar Covers These Hot Issues

Applicable Law

  • UCC Article 2 – Sales of Goods
  • Other Applicable Law

Basic Advice

  • Fact-Specific Results
  • Objectives; Key Misconceptions

Contracting - Minimum Requirements

  • Statute of Frauds
  • Electronic Contracting
  • Consideration
    • Firm Offers
  • Quantity: Output and Requirements Contracts

Contract Formation

  • Offer and Acceptance
  • Contracts in Context
    • Course of Performance, Course of Dealing and Usage of Trade

The Battle of the Forms – UCC 2-207

  • UCC Favors the Existence of a Contract
  • Acceptance Can Occur Even If Different Terms Proposed
    • Conduct Creates Contract When Writings Do Not
  • Merchants: New Terms Are Proposals
    • Materiality of New Terms
  • The Knockout Rule
  • UCC Implied Terms
  • Implied Warranties
    • Merchantability
    • Title: No Infringement
    • Fitness for Particular Purpose
  • Disclaiming Implied Warranties

A Knockout Rule Example

Fighting the Battle of the Forms to a Draw

Real World Issues

  • Lack of Mirror Image Contract
  • Importance of Determining the Offer
  • Course of Dealing; Layered Contracting
  • Negotiations Break Down

Controlling the Process

  • Avoiding Traps; My Way or the Highway

Practical Considerations/Recommendations

  • Education and Communication
  • Maintain Discipline; Award Letters

Credit Information (Sponsored by Lorman Education Services):

  • CLE
  • CPE
  • ISM
  • NASBA

For Detailed Credit Information page click here

Only registered attendee will receive continuing education credit.

Faculty

Darrell W. Pierce, Dykema Gossett PLLC

  • Member of Dykema Gossett PLLC in Ann Arbor, Michigan
  • Focuses on corporate and commercial transactions, particularly those governed by the Uniform Commercial Code
  • More than 30 years of experience in the practice of corporate and commercial law
  • Fellow of the American College of Commercial Finance Lawyers
  • Represents lenders and borrowers in commercial finance transactions
  • Served on the Article 9 Study Committee and the Article 9 Drafting Committee as the chair of the Article 9 Filing Project
  • Frequent lecturer on Uniform Commercial Code issues
  • J.D. degree, University of Michigan Law School; A.B. degree, Dartmouth College
  • Can be contacted at 734-214-7634 or dpierce@dykema.com

(Not available outside the US)