Practice and Review: Sales and Lease Contracts

• Due to unforeseen circumstances largely attributable to system configuration and software incompatibility, the project required more time than anticipated.
• By the end of the summer, the website was still not ready, and Holcomb had fallen behind in his payments to T C G.
• T C G threatened to cease work and file a suit for breach of contract unless the bill was paid.
• Rather than make further payments, Holcomb wanted to abandon the project.

1. Would a court be likely to decide that the transaction between Holcomb and T C G was covered by the Uniform Commercial Code (U C C)? Why or why not?
2. Would a court be likely to consider Holcomb a merchant under the U C C? Why or why not?
3. Did the parties have a valid contract under the U C C? Were any terms left open in the contract? If so, which terms? How would a court deal with open terms?
4. Suppose that Holcomb and T C G meet in October in an attempt to resolve their problems. At that time, the parties reach an oral agreement that T C G will continue to work without demanding full payment of the past due amounts and Holcomb will pay T C G $5,000 per week. Assuming the contract falls under the U C C, is the oral agreement enforceable? Why or why not?