The subcontracting of Masterpiece construction in the renovation of Foodmart’s Main Street store in My Town is valid and thus the former has the right to delegate its duties of the contract to Fall Construction. Both parties have primarily agreed that the construction must be finished by Masterpiece within a period of 6 months. According to Article 2 section 206 (1) on the subject of offer and acceptance in formation of a contract, of the Uniform Commercial Code, an offer to make a contract shall be interpreted as inviting acceptance in any manner and by any medium reasonable in the circumstances (“Uniform Commercial Code”, n.d.). Since a contract exists between the 2 parties thus Masterpiece construction’s task is to finish the renovation of Foodmart’s store within the 6 months period in any way reasonably possible. The subcontracting of Fall construction by Masterpiece is considered reasonable because failure to deliver the tasks on time would constitute a breach of contract between the 2 parties. In section 210, Masterpiece construction indeed has the right to delegate its tasks to Fall construction, according to article 2-210 (1),
“a party may perform his duty through a delegate unless otherwise agreed or unless the other party has a substantial interest in having his original promisor perform or control the acts required by the contract. No Delegation of performance relieves the party delegating of any duty to perform or any liability for breach” (“Uniform Commercial Code”, n.d.).
There was no agreement in the contract that Masterpiece constructions must be the ones to complete the renovation tasks. Foodmart did not raise such claims during the contract signing or drafting about subcontracting. The only agreement between the 2 parties is the completion of tasks in 6 months time thus in this case Masterpiece construction is in favor but according to article 2 section 210 (2):
“Unless otherwise agreed all rights of either seller or buyer can be assigned except where the assignment would materially change the duty of the other party, or increase materially the burden or risk imposed on him by his contract, or impair materially his chance of obtaining return performance. A right to damages for breach of the whole contract or a right arising out of the assignor’s due performance of his entire obligation can be assigned despite agreement otherwise” (“Uniform Commercial Code”, n.d.).
In such cases, Foodmart has the right to sue Masterpiece construction because of the poor quality Fall construction delivered. The quality expected of Foodmart from Masterpiece was not delivered by Fall construction thus it is considered a breach of contract since the expected performance was not met by the subcontractor.
Reference List
Legal Information Institute. (1992). Uniform Commercial Code: Article 2 Sales. Web.
The American Law Institute and National Conference of Commissioners on Uniform State Laws. (2000). Revision of Uniform Commercial Code Article 2-Sales. Web.
Towle, H. (2003). Revised UCC Articles Erect New Hurdles for E-commerce. Legal Backgrounder, 18 (16). Web.
Uniform Commercial Code. Web.