1. What are two primary legal issues ?

2. State who wins ? State the relevant law and how the facts support your decision in proving the rule of law for the case . 

Chen\'s Classy Shoes ( " Chen\'s " ) is a retail shoe business and it has been successful in selling a line of shoes that it has been purchasing from Wayne\'s Wholesale Shoes ( " Wayne\'s " ) . Chen\'s has been in this commercial relationship with Wayne\'s for 5 years and this relationship has developed into a trusted one. Joe has been the manager of Chen\'s during this time and is in charge of buying shoes from Wayne\'s . Under the contractual relationship between Joe and Chen\'s, there is a clause in Joe\'s written contract that reads : " shall not purchase any one order in excess of $ 3,000 without the express approval of Chen\'s . 

" Wayne was aware of this limitation on Joe\'s authority to place an order for shoes. During these 5 years, there were a couple of occasions when Joe\'s order slightly exceeded the $ 3,000 limit but Chen\'s never said anything. This spring, Joe was so excited about the quality of Wayne\'s Spring Collection that he got carried away and put in an order for $ 15,000 worth of shoes. Wayne fulfilled the order and delivered it to Joe. 

Wayne did this as he thought that Chen\'s would be just as excited and therefore did not seek approval for the order. Wayne then advised Chen of the deal. Chen rejected the order and refused to pay Wayne\'s as it exceeded Joe\'s authority to place the order. Wayne\'s then sued Chen\'s for the price of the shoes.