Unless it is expressly specified that an offer to buy or sell goods must be accepted just as made, the offeree may accept an offer and at the same time propose an additional term. This is contrary to general contract law. Under general contract law, the proposed additional term would be considered a counteroffer and the original offer would be rejected. Under Article 2 of the UCC, the new term does not reject the original offer. A contract arises on the terms of the original offer, and the new term is a counteroffer. The new term does not become binding until accepted by the original offeror. If, however, the offer states that it must be accepted exactly as made, the ordinary contract law rules apply.
In a transaction between merchants, the additional term becomes part of the contract if that term does not materially alter the offer and no objection is made to it. However, if such an additional term from the seller operates solely to the seller’s advantage, it is a material term and must be accepted by the buyer to be effective. A buyer may expressly or by conduct agree to a term added by the seller to the acceptance of the buyer‘s offer. The buyer may agree orally or in writing to the additional term. There is an acceptance by conduct if the buyer accepts the goods with knowledge that the term has been added by the seller.
Louisiana Merchant's Objection to Additional Term: A Detailed Description Keywords: Louisiana merchant, objection, additional term, contract law, legal rights, business agreements, terms and conditions, renegotiation, terms modification. Description: In the realm of business agreements, Louisiana merchants occasionally face situations where they need to address objections related to additional terms proposed by the other party. An objection to an additional term refers to the disagreement raised by a Louisiana merchant when an unexpected condition or clause is introduced by the counterparty. When entering into a contract, it is crucial for both parties to establish mutually agreed upon terms and conditions. These terms outline the rights, obligations, and expectations for each party involved. However, during the course of a business relationship, there may come a time when one party seeks to introduce new terms that were not initially agreed upon. Louisiana merchant's objection to additional terms can arise due to various reasons. Primarily, objections can be rooted in concerns for fairness, equity, and the protection of the merchant's legal rights. The additional term may impose an undue burden on the merchant, infringe upon their established rights, or disrupt the equilibrium of the existing contractual framework. There are different types of Louisiana merchant's objections to additional terms, including: 1. Unreasonable Financial Burden: If the proposed additional term requires the merchant to bear a significant financial burden that was not anticipated or fairly distributed in the original agreement, objection may be raised. Merchants have the right to argue against terms that could lead to financial strain, potential bankruptcy, or an imbalance of risks and rewards. 2. Changing the Scope of Services: The introduction of an additional term may expand the scope of services expected from the merchant. If the proposed term substantially alters the original agreement's nature or scope of work, objections can be raised. Merchants can argue that such changes may require renegotiation of pricing, resources, or expertise. 3. Terms Modification without Mutual Consent: In some cases, the objection may arise when a counterparty seeks to modify the terms of an agreement without the Louisiana merchant's mutual consent. This could include changing delivery schedules, payment terms, or altering other core aspects of the contract. Merchants can object and insist on returning to the original agreement or seeking proper renegotiation procedures. To address their objections, Louisiana merchants usually follow a set of structured procedures within the framework of contract law. They may initiate negotiations, dialogue, or mediation processes to resolve the objection and clearly define the desired outcome. If a mutually agreeable solution cannot be reached, merchants may consider legal remedies such as seeking court intervention or terminating the contract. Overall, a Louisiana merchant's objection to an additional term is a significant matter that warrants careful consideration. It emphasizes the importance of fair and equitable business practices, where both parties must uphold their contractual obligations while protecting their own rights and interests.
