Question
Problem: Authorized agents of Boohoo company and Canadian Beauty (a beauty supply business based in Montreal, Canada) discussed a potential sale during several telephone calls,
Problem: Authorized agents of Boohoo company and Canadian Beauty (a beauty supply
business based in Montreal, Canada) discussed a potential sale during several
telephone calls, text, and emails. Boohoo's agent sent a sample of the
product. The agents of Boohoo and of the Canadian Beauty company exchanged phone calls about
the product shipment. The two businesses covered the description of the
products. Boohoo sent a sample of the product. After two
weeks of back and forth, the agents decided the quantity, price, and delivery
terms. Resources promised to ship the product from New York no later than
April 1st. There was no Purchase Order from the Canadian business.
The agents presented their discussions to their principals during the second week
of February. The President of Canadian Beauty said to its agent "Great" and
"Thank you". Then she sent a message to Boohoo saying she was particularly interested in its Articles 4.3 and 11. However, boohoo did not reply, thinking an agreement had been formed by the agents without
those two clauses, which the company did not want.. Boohoo shipped the product from New York by a truck on March 1st.
The Canadian company has the Shea butter in its warehouse but has not paid.
_________________
My question: I am having trouble deciding whether a contract for sale has been made. I am not sure whether I should start from the UCC 2-204 or whether there is a UCC 2-2-7 issue. Was there a contract for sale of the product? if so how should I go about proving this?
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