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I will apply the law on terms in this second case and evaluate the effect of different terms for the clients in order to understand more about his situation.First of all, I will summary the case. The contract between Adams and Bremer Co., Ltd was about quantity of citrus pulp pellets use for animal feedstuffs price £100,000. Clause 17 of the contract required the pellets to be shipped 'in good condition'. Bremer shipped pellets but there was major damage to 1260 metric tons and minor damage to a further 2053 tons. However, the pellets were still good enough to use for animal feed. Adams rejected the shipment and claimed the return of the price which had already been paid. Bremer refused to repay the money and sold the goods to another buyer for ₤30.000.Secondly, I will analyse the elements of contract to ensure the there was a contract in this case of Adams. Next, under the contract, every party have their rights and obligation. Follow the contract, Adams has rights to receive fully 3313 tons of citrus pulp “in good condition”. Obligation of Adams was the amount of money he must pay full £100,000. On the other hand, the rights of Adams were the obligation of Bremer and Adams’s obligation was the rights of Bremer. However, when carry out the contract, the legal dispute arise. The legal issue of the disputation were the quality of goods and the legal rights of one party when another party breach the contract. According to the case the breaching party was the Bremer Co., Ltd and Adams was the non – breaching party. The problem in this contract is the word “in good condition”. Adams did not use the clear explanation for Bremer. The word “in good condition” is vague and hard to determine. In addition, Adams uses the citrus pulp for feeding the animals. However, major damage to 1260 metric tons and minor damage to a further 2053 tons was not fit with the word “in good condition”. As the author I will look for this action is this breach the conditions or breach the warranty. First of all, the author needs to determine which animal Adams feed? And how will the animals if they eat the bad citrus pulp? What is the effect on Adams if Adams’s animal be sick?
The worst situation is affecting Adams’s business. The animal cannot eat the citrus pulp or be sick when eating the citrus pulp. This directly harm to Adams’s business so that this action can be considered as breaching the condition. The “in good condition” was a term which is vital to the contract, going to the root of the contract. However, if the author looks in another aspect of problem, Adams’s animal can be feed with the citrus pulp and did not have any affect to Adams so that this action can be considered as breaching the warranty. The term “in good condition” in this aspect is less important term. It does not go to the root of the contract, but us subsidiary to the main purpose of the agreement.
For breaching the condition, Adams can unilateral cancel the contract and does not make up any damage for Bremer Co., Ltd. However, if it just a breach of warranty so that Adams only claim for damage and cannot cancel the contract. Bremer Co., Ltd must pay for the loss of Adams. The loss can be calculated for some categories such as the health of animal, the loss of business related with the animal’s health. In addition, Adams can claim for further damage if he can calculate the exactly the damage.
As the author, I will give Adams some solutions in case of Adams and Bremer sue each other. For breaching condition, Adams can refer to the case Poussard v Spiers 1876 and for breaching warranty, the client can refer to the case of Bettini v Gye 1876.
The first solution, Adams can negotiate directly with Bremer Co., Ltd. Both parties can meet directly and exchange for them conditions. By meeting directly, both parties can clearly exchange what they want and negotiate until they can get reasonable conditions for them. However, this way may take much time of both parties. Both sides will find it hard to arrange the meeting.
The second solution that I would recommend is that both parties use the mediator to support. The mediators will help both parties to negotiate the conditions. This method will save time for both sides but when they represent for both sides they can meet some problems such as they cannot explain clearly what their customers want and maybe misunderstand their customer’s conditions. However, with the good mediator, both parties cannot avoid paying large amount of money.
The third way is going to the court. When both parties cannot negotiate their situation, the court will be the best help for them. The court will base on the basic case by case and give out the best solution for both parties. However, this solution will take time and money of both parties. By this method, both cannot actually get what they want, the results base on the court’s decisions.
Adams can consider the above solutions and choose the suitable one to use in order to get more benefits in business.
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