Practice and Review: Performance and Discharge

Val's Foods signs a contract to buy $1,500$ pounds of basil from Sun Farms, a small organic herb grower, as long as an independent organization inspects the crop and certifies that it contains no pesticide or herbicide residue. Val's has a contract with several restaurant chains to supply pesto and intends to use Sun Farms' basil in the pesto to fulfill these contracts. While Sun Farms is preparing to harvest the basil, an unexpected hailstorm destroys half the crop. Sun Farms attempts to purchase additional basil from other farms, but it is late in the season, and the price is twice the normal market price. Sun Farms is too small to absorb this cost and immediately notifies Val's that it will not fulfill the contract. Using the information presented in the chapter, answer the following questions.

Suppose that the basil does not pass the chemical$-$residue inspection. Which concept discussed in the chapter might allow Val's to refuse to perform the contract in this situation?

Under which legal theory or theories might Sun Farms claim that its obligation under the contract has been discharged by operation of law? Discuss fully.

Suppose that Sun Farms contacts every basil grower in the country and buys the last remaining chemical$-$free basil anywhere. Nevertheless, Sun Farms is able to ship only $1,475$ pounds to Val's. Would this fulfill Sun Farms' obligations to Val's? Why or why not?

Now suppose that Sun Farms sells its operations to Happy Valley Farms. As a part of the sale, all three parties agree that Happy Valley will provide the basil as stated under the original contract. What is this type of agreement called?

Debate This

$..$ The doctrine of commercial impracticability should be abolished.