Business Law and the Regulation of Business 11th Edition by Richard Mann, Barry Roberts

تمرين 21

What Constitutes Unconscionability in a Business?
FACTS Frank's Maintenance and Repair, Inc., orally placed with C. A. Roberts Co. an order for steel tubing to use in manufacturing front fork tubes for motorcycles. Front fork tubes bear the bulk of a motorcycle's weight, so Frank's had to use high-quality steel.
Soon, Frank's received from Roberts Co. an acknowledgment of the order. This acknowledgment included the conditions of sale, which limited consequential damages, as well as a description of restricted remedies that were available upon the contract's breach. The sale conditions required that the buyer make any claim for defective equipment promptly upon receipt of the goods. These conditions were printed on the back of the acknowledgment. On the front, a legend that read ''conditions of sale on reverse side'' had been stamped over in such a way that the words at first appeared to read ''No conditions of sale on reverse side.''
Roberts delivered the steel to Frank's in December. The steel had no visible defects. When Frank's began using the material in its manufacturing process in the summer of the following year, however, the company discovered that the steel was hopelessly pitted and cracked. Frank's Maintenance and Repair informed Roberts Co. of the defects, revoked its acceptance of the steel, and sued for breach of thewarranty of merchantability.
Social, Policy, and Ethical Considerations
Who bears the responsibility in a situation such as this when both parties are businesspersons and thus should know enough to read all contracts carefully and thoroughly?