This is buiness law and I need answers. 1) LO Ventures, LLC, doing business as R

Question

This is buiness law and I need answers.

1) LO Ventures, LLC, doing business as Reefpoint Brewhouse in Racine, Wisconsin, contracted with Forman Awnings and Construction, LLC, for the fabrication and installation of an awning system over an outdoor seating area. After the system was complete, Reefpoint expressed concerns about the workmanship but did not give Forman a chance to make repairs. The brewhouse used the awning for two months and then had it removed so that siding on the building could be replaced. The parties disagreed about whether cracked and broken welds observed after the removal of the system were due to shoddy workmanship. Reefpoint paid only $400 on the contract price of $8,161. Can Reefpoint rescind the contract and obtain a return of its $400? Is Forman entitled to recover the difference between Reefpoint’s payment and the contract price? Discuss.

2) New England Precision Grinding, Inc. (NEPG), sells precision medical parts in Massachusetts. NEPG agreed to supply Kyphon, Inc., with stylets and nozzles. NEPG contracted with Simply Surgical, LLC, to obtain the parts from Iscon Surgicals, Ltd. The contract did not mention Kyphon or require Kyphon’s acceptance of the parts. Before shipping, Iscon would certify that the parts conformed to NEPG’s specifications. On receiving the parts, NEPG would certify that they conformed to Kyphon’s specifications. On delivery, Kyphon would also inspect the parts. After about half a dozen transactions, NEPG’s payments to Simply Surgical lagged, and the seller refused to make further deliveries. NEPG filed a suit in a Massachusetts state court against Simply Surgical, alleging breach of contract. NEPG claimed that Kyphon had rejected some of the parts, which gave NEPG the right not to pay for them. Do the UCC’s rules with respect to acceptance support or undercut the parties’ actions? Discuss. [New England Precision Grinding, Inc. v. Simply Surgical, LLC, 89 Mass.App.Ct.176, 46 N.E.3d 590 (2016)]

3) Patricia Garcia and Bernardo Lucero were in a romantic relationship. While they were seeing each other, Garcia and Lucero acquired an electronics service center, paying $30,000 apiece. Two years later, they purchased an apartment complex. The property was deeded to Lucero, but neither Garcia nor Lucero made a down payment. The couple considered both properties to be owned “50/50,” and they agreed to share profits, losses, and management rights. When the couple’s romantic relationship ended, Garcia asked a court to declare that she had a partnership with Lucero. In court, Lucero argued that the couple did not have a written partnership agreement. Did they have a partnership? Why or why not? [Garcia v. Lucero, 366 S.W.3d 275 (Tex.App.—El Paso 2012)].

Explanation / Answer

1. Though Reefpoint had concerns about the awning system, they still accepted it from Forman. Also Reefpoint did not give Forman a chance to make repairs in the awning and got it replaced because of some other construction issue.

Reefpoint had taken the delivery of the product, though having concerns with the quality. The product was installed and used for a particular period of time. Reefpoint clearly had the benefit of its bargain. The reason to remove the awning system owned to an external factor, not at all concerned with Forman. The law states that at the time of delivery, if the buyer is not satisfied with the quality of the product, the buyer can repudiate or can accept the product, seeking some reduction in its price. But once the buyer accepts and uses the product, remedy of rescission is not available.

So Reefpoint cannot rescind the contract and opt for the refund. Instead Forman is entitled to recover the difference after reducing the quality deteroriment price.

2.As per UCC’s Acceptance of Goods, the buyer takes or retains the product with himself after due inspection, or fails to reject the product, then in that case the product is considered accepted by the buyer. NEPG had accepted the prior consignments and did not have any proof of revoking acceptance. So NEPG needs to pay Simply Surgical for the prior orders.

3. As per the Partnership Law, CAP 116, three conditions need to be satisfied to prove the existence of any partnership:

There are 5 factors that help us in determining whether there was a partnership between Lucero and Garcia:

The property was in Lucero’s name and there was no evidence that Garcia was a partner in paying. Therefore a partnership ceases to exist in this case.

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