Wisconsin Knife Works

Jeffrey Seidenberg December 9, 2014

Business Law II CEC Assignment

The case of Wisconsin Knife Works v. National Metal Crafters involved a contract between two merchants. Wisconsin Knife Works decided they were going to manufacture spade bits for their parent company, Black & Decker, but needed a source for spade bit blanks. National Metal Crafters was interested in being the supplier for the blanks and after negotiations, Wisconsin Knife Works sent National Metal Crafters a series of purchase orders. The purchase orders served as contracts and acceptance by acknowledgement or performance constituted an unqualified agreement. National Metal Crafters acknowledged the first two orders they received, which did not specify delivery dates. Delivery dates were later filled in by Wisconsin Knife Works and were orally supplied by National Metal Crafters.

National Metal Crafters missed the deadlines on the first set of purchase orders and rather than declare a breach of contract, cancel or seek damages for late delivery, Wisconsin Knife Works issued four additional purchase orders. Nearly a year after the first delivery dates had passed National Metal Crafters was producing the spade bit blanks in satisfactory quantity. At this point, Wisconsin Knife Works informed National Metal Crafters they would be terminating the contract as about 50% of the spade bit blanks they ordered had been delivered. Further, Wisconsin Knife Works brought a breach of contract suit, in which it alleged National Metal Works had violated the terms of delivery. National Metal Works countered by stating the delivery dates were never to be intended as firm dates and counterclaimed that Wisconsin Knife Works had agreed to pay for the expenses National Metal Works incurred for operating the machines to manufacture the spade bit blanks.

The judge in the case declared there had been a contract, but left determination of modification and breach up to the jury. The jury was...