Emily’s Coffee v.

Franklin’s Delicious Pastries

1. Emily Fountain owns and operates a large coffee shop centrally located on Main
Street: Emily’s Coffee. The coffee shop can seat 53 people, although many customers order
drinks ‘to go’. A large variety of coffees, cappuccinos, expressos, and even frozen drinks are
offered. Additionally, light snacks and deserts are available.
2. Emma Shannon is the regional manager of a national pastry company, Franklin’s
Delicious Pastries. The company distributes its products to grocery stores and restaurants. It
has received numerous awards, including for the best apple pies and the best bear claws.
3. In June 2018, Emily and Emma met at a local conference and began to discuss a
potential business relationship. Over the next few months they discussed possible terms. The
negotiations took place in person, over the telephone, and via email.
4. Starting in late September, Emily’s Coffee emailed a Purchase Order to Franklin’s
Delicious Pastries every Wednesday. This Purchase Order detailed what food would be
ordered for each day of the following week (Monday-Sunday). Franklin’s Delicious Pastries
would reply by email with an Acknowledgment Form confirming the order details.
5. The Purchase Order form specified terms that delivery must be made within 2 hours of
the requested time (usually between 5-7 am; 7-9 am on weekends). However, the
Acknowledgement Form specifies that delivery on a certain time cannot be guaranteed, but
that delivery will be made within 6 hours of the requested time; additionally, the seller
reserves the right to cancel the order if they are not able to complete it on a specific day,
provided they cancel within the 6 hour time period.
6. For several months, pastries were delivered without incident. However, problems
arose in the busy summer season.
7. In July, many of the bakers at Franklin’s Delicious Pastries went on vacation. As a
result, the company was not able to keep up with all of their clients’ orders. Emily’s Coffee
received their delivery 3 hours late on 10 July, 5 hours late on 11 July, and 4 hours late on 12
& 13 July. The following week, the orders were delivered even later: 6 hours on 15 July; 8
hours on 16 July; and 7 hours on 17 & 18 July. The last week of July, Franklin’s Delicious
Pastries cancelled their delivery on 4 different days.
8. As a result, Emily’s Coffee had a difficult time in July and received numerous
complaints by customers. Many customers arrived in the morning intending to purchase
coffee and food – but no food was available. Consequently, some customers ordered only
coffee, but many did not order anything. Since this happened several times during the month,
many customers started to go elsewhere and stopped coming to Emily’s Coffee Shop. Emily’s
Coffee started to look for a new supplier and starting in the 2 nd week of August was able to
arrange regular food delivery by a different company.
9. Emily’s Coffee filed a breach of contract claim, seeking $10,000 in lost profits and an
additional $20,000 of damages for lost reputation and future profits. Franklin’s Delicious
Pastries denies any liability.

Use the facts (above) and the law (legal texts on page 2) to address the legal issues
in this case. Assume the money damages sought are calculated correctly; focus on
the liability issues – does the party have liability for the claim against them?

Fall 2023 Case Study 1 Legal English I

 Relevant Legal Documents

Text 1: Statement printed on the Acknowledgement Form

Text 2: Uniform Commercial Code, Section 2-207

Section 2-207 of the Uniform Commercial Code applies in your jurisdiction and to this case. It
addresses the issues arising from a ‘battle of the forms’

Text 3: extract from a legal decision: Newbury v. Amsterdam (2004).

This extract from one of the leading decisions in your jurisdiction regarding a similar case and
addresses the principles underlying section 2-207.

Fall 2023 Case Study 2 Legal English I