The NSW Book Reader9s Club (BRC) was going to hold its Annual Dinner on 25 March. In

planning the dinner, BRC was negotiating with Drinks8R9Us (DRU) a wine and beverage

supplier to supply wine for the dinner.

Following the New Year in early January, the BRC director, Brock, and DRU9s manager,

Drusilla, who are also second cousins once removed, met over a long lunch and had a

discussion about the annual dinner. At the end of their lunch, Drusilla, said:

doing business with you. I will get my assistant to write up what we agreed and send it to

you, to make sure we are on the same page.= Brock replied:

me. Our folks love your wines. And a good drop makes a good book even better!=

On 7 January, Drusilla sent Brock an email containing an attachment. She also immediately

texted Brock via WhatsApp:

lots of COVID-related problems with all kinds of stuff & staffing, suppliers, deliveries. We

will just have to do our best to deal with any issues as they arise. Don9t hold any of us

liable!= Brock immediately texted back

The attachment in Drusilla9s email from 7 January was titled

dinner= and contained the following terms:

1. Goods: 300 bottles to be made up of 150 bottles each of white and red wine. All

to be Certified Organic Australian Made Wine, to be a fair distribution of types

white and red wine and to be delivered safely and in good condition at

nominated venue.

2. Price: $5000.

3. Delivery: All wine requiring refrigeration to be delivered by 1 March, the

remainder on 25 March. Delivery by Xpress Couriers.

4. Payment: Bank transfer upon delivery.

5. Nomination: NSW Book Reader9s Club undertakes to nominate the place of

delivery for each delivery at least 14 days before each delivery.

On 8 January, after reading the email and the attachment, Brock replied via email:

got a nice deal! Always good to work with you, Dru.

Question 1: (40 points)

1. On 10 February DRU notified BRC:

wine has informed us that it has lost its organic status, so we will not be able to

supply Red Pinot Noir wine for the dinner. All the red wine supplied shall only consist

of Shiraz grape variety red wine=. BRC did not reply.

2. On 11 February BRC notified DRU:

time of delivery=. DRU did not reply.

3. On 15 February BRC nominated the Pier Twenty function centre where they were

having the dinner as the delivery place for the 1 March delivery. DRU delivered white

wine to be refrigerated on March 1. On March 2, BRC sent an email notification to

DRU stating

overseas=.

4. On 4 March, Brock realises that ticket sales are not what they had expected. Many

former members have apparently abandoned BRC and joined the rival Netflix

Viewers9 Club. Brock started thinking about cancelling the annual dinner. He

emailed the following to Drusilla

we can find another venue at short notice. Will notify shortly.=

5. By 18 March, BRC failed to nominate a new venue for delivery.

6. On 20 March, BRC emails DRU:

about half of the second wine delivery with appropriate adjustment in price. Hope

that is ok?=

7. On reading Brock9s email, Drusilla is contemplating her response and whether to

accept this proposal or just end the whole thing. Much of DRU9s supplies of organic

wine come from Queensland and recent weather events have made it very difficult

to source the wine. Drusilla has come to you for advice about DRU9s legal rights and

obligations against BRC as at March 20, as well as any rights BRC has against DRU.

Question 2: (20 points)

Consider the following ALTERNATIVE scenario:

1. On 10 February, BRC nominated the Pier Twenty function centre as the delivery place for the

first delivery on 1 March.

2. On 28 February, DRU notifies BRC that DRU is unable to deliver the first wine delivery on 1

March due to problems with their delivery contractor, Xpress Couriers. Over the phone,

Drusilla told Brock

their delivery team have contracted COVID-20 and they are struggling to deliver for all their

clients. We don9t know when their operations will be back to normal and they are not giving

any delivery guarantees=. Brock replies:

days should be no problem for us.=

3. Xpress Couriers started to deliver the wine for BRC on March 4. They made small deliveries

of a few boxes every couple of days at the Pier Twenty function venue. The deliveries were

causing disruption and extra cost for BCR, having to send someone to accept delivery at the

function venue at short notice. On 15 March, when Xpress delivered the last 15 boxes of

wine from the first delivery, there was no one from BRC to receive them. The boxes were

left unattended at the Pier Twenty deliveries entrance and most of them went missing.

Advise BRC on whether they may have any recourse against DRU or Xpress Couriers for the

costs and losses associated with the wine deliveries.

4. Prior to the time stipulated for the second wine delivery, the Pier Twenty function centre

informed BRC that its function room cannot hold all booked guests due to COVID seating

requirements (Pier Twenty had been hoping that these regulations would have been relaxed

by the time of BRC9s event). Pier Twenty9s function centre can only hold half of the guests

who have bought tickets. BRC wishes to cancel the event but are worried about their

obligations under the contract with DRU. BRC has come to you for advice on their ability to