Big Time Toymaker V. Chou
1. At what point, if ever, did the parties have a contract?
I believe that there were two contracts made in this scenario. The first one was the verbal contract that sated that the stipulations of price and the fact that there needed to be a written contract before distributing the product. The email, since it was in writing can also count as a written contract; both parties had knowledge that there would be some sort of written agreement. Chou was in the right to think that the email stating the key terms and agreements counts as a contract.
2. What facts may weigh in favor of or against Chou in terms of the parties’ objective intent to contract?
The facts that Chou was in a verbal agreement with BTT will be helpful in proving that they had a preliminary agreement pending a written one. The fact that an email was sent to him with all the key terms, price, time frames and obligations is also helpful in proving that Chou had a valid agreement with BTT. I believe that that email would count as a binding contract since both parties had a promise pending performances. This was a mutual assessment in which there was an offer by BTT and an acceptance by Chou.
3. Does the fact that the parties were communicating by e-mail have any impact on your analysis in Questions 1 and 2 (above)?
In a way it does because when I think of an agreement I think of it as a written and signed agreement by both parties. However BTT did not specify in what kind of writing this contract needed to be. They did not specify if there was need to sign, notified or have witnesses for the contract. Email communication between two people describing the key terms of a contract and having both of them acknowledge the key terms to me serves a contract. While there was no signature, it had both parties’ names on it, it could be said that it was an E-signature. Also we have to keep in mind that the terms were also discussed verbally prior to the email being sent.
4. What role does the statute
I believe that there were two contracts made in this scenario. The first one was the verbal contract that sated that the stipulations of price and the fact that there needed to be a written contract before distributing the product. The email, since it was in writing can also count as a written contract; both parties had knowledge that there would be some sort of written agreement. Chou was in the right to think that the email stating the key terms and agreements counts as a contract.
2. What facts may weigh in favor of or against Chou in terms of the parties’ objective intent to contract?
The facts that Chou was in a verbal agreement with BTT will be helpful in proving that they had a preliminary agreement pending a written one. The fact that an email was sent to him with all the key terms, price, time frames and obligations is also helpful in proving that Chou had a valid agreement with BTT. I believe that that email would count as a binding contract since both parties had a promise pending performances. This was a mutual assessment in which there was an offer by BTT and an acceptance by Chou.
3. Does the fact that the parties were communicating by e-mail have any impact on your analysis in Questions 1 and 2 (above)?
In a way it does because when I think of an agreement I think of it as a written and signed agreement by both parties. However BTT did not specify in what kind of writing this contract needed to be. They did not specify if there was need to sign, notified or have witnesses for the contract. Email communication between two people describing the key terms of a contract and having both of them acknowledge the key terms to me serves a contract. While there was no signature, it had both parties’ names on it, it could be said that it was an E-signature. Also we have to keep in mind that the terms were also discussed verbally prior to the email being sent.
4. What role does the statute