Maxim's Fusion Cuisine offers to buy all of the tomato crop that Joe's Garden can produce within the 2 years of following the offer. Maxim's offered to pay $5.00 per bushel. Joe's Gardens telephones and says to Maxim's that he will sell all of his tomato crop for that period of time. A couple of days later Joe's Garden sends an email to Maxim's confirming the sale of tomatoes and adds that all controversies must be submitted ti binding arbitration. The email further says that the price will adjusted every 3 months during the contract period.

Maxim's never respond to Joe's Garden email. In the 4th month of the contract Joe's G. tells Maxim's that the price for the next 3 months will increase to $5.50 per bushel. Maxim's refuses to pay and Joe's G. refuses to deliver any more tomatoes. Maxim's files a suit in the District Court in the county were the restaurant is located. Joe's Garden files a motion to dismiss the suit, relying on the forum selection clause in its acceptance email.

Determine the disposition of the motion and suggest possible outcomes.

Explain any differences that might result if this contract were controlled by 1. the common law 2. the Uniform Commercial Code 3. the Contracts of International Sale of Goods