Prince’s Briefcase: Eastern Air Lines, Inc. v. Gulf Oil Corp. (Trujillo Contracts)


Professor Elizabeth Trujillo Contracts: Illusory Promises

Here is a case from my Contracts course which explains the concept of Requirements Contracts. In this case, an oil embargo crisis does not excuse a party from fulfilling their agreed specific performance.

Case Name, Citation Number, Author
Eastern Air Lines, Inc. v. Gulf Oil Corp., 415 F. Supp. 429 (1975)

Procedural History
Plaintiff obtained a temporary injunction and sued for specific performance of the contract. Defendant argued that the contract was invalid.

prince's briefcase (princesdailyjournal)Facts
–Plaintiff and Defendant had agreement for the sale of aviation fuel (spanning decades).
–In 1974 Defendant approached Plaintiff to raise the price of their agreement (OPEC raised prices during the oil embargo) or their supply would be shut off because agreement was not profitable any more.
–Plaintiff then obtained a temporary injunction and sued for specific performance of the contract.
–Defendant argued that the contract was invalid because: 1) It lacked mutuality of obligation, and 2) Plaintiff breached the contract by practicing “fuel freighting” whereby a plane bought more than it needed from the lowest price gas station, and then only “topped off” at the higher priced station. Courtesy of www.lawschoolcasebriefs.net

Issue
Is the requirements contracts binding? (Go to Notes for Definition of Requirements Contract)

Holding
Yes because a requirements contract is binding. Both parties agreed on a price and output amount of aviation fuel, which was all done in good faith.

Rule
Unprofitability alone will not excuse performance.

Reasoning
Defendant tried to argue that the agreement was not detailed enough and therefore there was not binding contract, but in a requirements contract you don’t have quantity specified; the binding standard is reasonableness and fair dealings.

Notes
–UCC §2-306 Output, Requirements (contracts) and Exclusive Dealings: (1) When there is no specified quantity by output of seller, the output must be done in good faith and reasonably. Don’t make contract illusory.
–Both parties assumed the risks.

Prince’s Takeaway
Requirements Contracts are binding.

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Prince’s Briefcase: Western Union Telegraph Co. v. Hill (Hicks Torts)


Hick Torts: Assault

Here is a case from my Torts class which explains the concept of an “assault.” Each professor has his own definition of “assault” but its concept is still universal.

Case Name, Citation Number, Author
Western Union Telegraph Co v. Hill, 67 F.2d 487, 1933 U.S. App.

prince's briefcase (princesdailyjournal)Facts
–Mrs. Hill, Plaintiff; Sapp (Western Union Telegraph Co.), Defendant
–Mrs. Hill visited Mr. Sapp to have her clock fixed, and Mr. Sapp attempted to put his hand on Mrs. Hill from across his counter, coupled with a request that she must come behind the counter and allow him to love and pet her, in order to fix Mrs. Hill’s clock.

Issue
Was there such an assault that will justify an action for damages?

Rule
Assault: an unlawful attempt to commit a battery, incomplete by reason of some intervening cause; or t constitute an actionable assault there must be an intentional, unlawful, offer to touch the person of another in a rude manner, to create fear. Go to Notes for Prof Hick’s definition.

Requirements: 1) Fear 2) Coupled with the apparent present ability to effectuate the attempt.

Explanation
–Mr. Sapp committed assault when he reached out his hand and said repeatedly, “Come back here and let me love you and pet you; I will fix your clock?”
–The court did not mistake its interpretation of assault; the assault was completed

Notes
–Hicks Definition of Assault: An (1) Intentional (2) act (gesture), to (3) cause apprehension (fear), in the present imminent, with a (4) reasonable belief that you will do it. THE VICTIM OF THE ASSAULT HAS TO BE AWARE OF YOUR ACTIONS. IF NOT, THEN NO ASSAULT. 
–No actual damage need to be proven for assault
–Assault is not an attempted battery.

Prince’s Takeaway
An assault is to cause an imminent apprehension towards someone with the belief that you are going to apprehend (or harm) him or her.
Pointing a unloaded gun at someone’s head is considered an assault. Some have considered carry an unconcealed weapon on your waist as an assault as well.

All content is the property of Prince’s Daily Journal LLC, any use of distribution without express written permission is strictly prohibited. Copyright (c) 2013 All Rights Reserved