THE SAD TALE OF ANGIE AND GEORGIE
In this chapter you are presented with an integrated case study, based on real-life situations, which you will be asked to refer back to throughout the book. Short problem questions of one or two paragraphs are regularly used in university law schools to encourage students to take the concepts and rules they have learnt about and apply them to new fact patterns. One of the main aims of such exercises is to encourage you to apply the abstract to the specific and to test the limits of a doctrine or judgment by reference to unfamiliar facts. This is because the disputes that contracting parties bring before the court will each have unique elements. What we ask students to do in applying doctrine to new cases is to establish whether the fact pattern before them is sufficient to bring it within a particular doctrine or judicial line of reasoning. Exam papers up and down the country are full of problem questions which attempt to stretch the application of the contractual canon to its limits.
In a book that aims to study contract law in perspective, it is difficult to justify presenting students with small discrete fact patterns which are concerned with just one doctrine. In real life, lawyers are presented with long stories by their clients and part of their task is to sift through these accounts of the harm that has been done to people and determine what is legally relevant or irrelevant. Moreover, a particular set of facts may raise questions about a number of different doctrines which could be argued in the alternative if the case were ever to reach a court. Finally, you will soon realise that most disputes about contract never get to court. This may be because of extra-legal considerations to do with the relationship between the contracting parties, because there is insufficient evidence to support a claimant’s case, or because they do not have the financial resources necessary to pursue litigation. These factors will influence the lawyer and client considerably when they are deciding what to do. In addition to the usual array of facts which can be matched to a range of doctrines in the case that follows, there are evidential problems, financial constraints and emotional entanglements which should all have a part to play in the advice that is given to the parties. Read the case study through and respond to the questions at the end before turning to any of the other chapters in the book.
LOVE AT FIRST SIGHT
Angie and Georgie are lovers and have been together for 10 years. They met in the early 1990s when they were both working in the international marketing department of the head office of Emmotts, a national supermarket chain. Georgie is a rather serious type while Angie is very lively and gregarious. Despite these differences they were immediately attracted to each other and found that they had a lot of things in common. Most notably both of them had become disenchanted working for a large impersonal organisation whose only interest was making more profit every year.
Angie and Georgie dated for three months after which they decided that they wanted to be together for the rest of their lives. They were both opposed to marriage but at a candlelit dinner, witnessed by their friend Kirsteen (a buyer for Emmotts) and their parents, they vowed to love, honour and respect each other whatever happened, and to support each other financially and emotionally in sickness and in health. Georgie later embroidered the vows in a tapestry which they hung in the entrance hall of their studio flat for everyone to see. In 1992, Angie and Georgie adopted Zen and five years later, in 1997, they adopted Dylan.
A NEW BEGINNING
A year after meeting they decided to give up their jobs as marketing executives. They sold their flat in London, moved to St Ives and set up a smallholding health food store called Earth2Earth! which specialised in growing and selling a wide range of organic root crops at low cost. They bought a rare but reliable vintage Dormobile at an auction for use as a mobile shop in remote villages and making deliveries. Fortunately, the Dormobile was also big enough for them to live in while they looked for more permanent accommodation. Angie used some of her savings to purchase a computer and printed out some handbills and posters (see end of chapter) which she left around St Ives.
After looking around at a number of different premises, they rented a shop with some land in the main thoroughfare in St Ives from a retiring electrician and part-time musician called Mister C who was going to live next door, rent free, with his sister Missy J. The premises consisted of a shop downstairs, a storeroom in the field behind and a self-contained flat above the shop. They decided to employ a delivery assistant and were delighted when Chelsea, Mister C’s granddaughter, applied for the job. Because of their political ideals, Angie and Georgie paid her a wage that was much higher than the average for the area.
A local cartel of organic farmers, known locally as Orange Peril, agreed to supply Angie and Georgie with their top of the range root crops at a very competitive price. They did so on the basis that Angie and Georgie did not sell their vegetables to anyone outside St Ives or in competition with the other stores in the area supplied by Orange Peril. Angie and Georgie were delighted to become involved with an established group and were particularly pleased when they were able to negotiate a further discount because they did not require Orange Peril plc to clean the vegetables before delivering them. This meant that they could fulfil their mission of selling the stock on at a low price and promote the crops as being ‘straight from the earth’ on their publicity materials.
Their new venture was not well received by local farmers producing non-organic crops. One local farmer called Max was particularly opposed to the scheme. Like others in the area, he ran his own farm shop and was worried that the low prices at which Angie and Georgie intended to sell their stock would mean that he would lose a lot of custom to Earth2Earth!
THE BUSINESS THRIVES
Despite the hostility from local farmers, their business thrived and they soon had a healthy turnover and modest profit. Much of this was due to Missy J who quickly became a great supporter of their enterprise. She spread the word in St Ives amongst her pensioner friends at the local reggae club that the store sold and delivered cheap good-quality food. Angie and Georgie were overjoyed when, as a result of the publicity, Organic Weekly ran a very complimentary feature on them. This led to them securing a contract with the Monkish Soup Company to supply them with washed and sliced organic carrots for their ‘Winter Warmer Root Soup’. In order to fulfil the contract, they made an agreement with a local student called Marcus that he would deliver the carrots to the Monkish Soup Company three times a week on his way to attending classes at the Chelsea College of Art. In exchange he was paid £400 a week, plus any petrol expenses. On the strength of Monkish Soup Company’s assurances that they were likely to place regular weekly orders Angie and Georgie hired an expensive carrot cleaning and slicing machine for £7,000 from the Wacky Machine Company, which speeded up the process of delivering the order. In addition, they converted the storeroom into an office and work area dedicated to this project, and took on more casual staff. Although no paperwork was produced, the agreement ran successfully for 7 years.
During that time they build up a particularly good relationship with Ned, the buyer for Monkish, and came to trust him completely. Ned came to visit them at the beginning of every season and talked through the orders for the months ahead. He talked about joint business plans with them and often made useful suggestions as to how they might increase their profit. Two years ago he told them that Monkish were expanding their business into pesto sauce, and Angie and Georgie started to grow basil under Ned’s guidance with a view to supplying Monkish with ingredients for pesto sauce in the future.
On Missy J’s recommendation, Dipti, an eccentric amateur cook who lives in the local manor house, started to place orders for carrots, potatoes and other provisions with Earth2Earth! Because of her mobility problems, she also placed a monthly order in advance by email and had her vegetables delivered by Chelsea. In time, Angie and Georgie became very fond of Dipti and often invited her around for a meal. When they discovered that Dipti was almost bankrupt and had recently had her telephone disconnected because she couldn’t pay the bill, they suggested that she no longer had to pay for her weekly order. Dipti was overjoyed but said that she could not take charity. She accepted their offer but only if they would agree to her giving them a dish of her home-made Hepworth risotto every week. In reality the risotto was not to Angie and Georgie’s taste, and they often threw it away.
THINGS START TO GO WRONG
One sunny September morning at 7am, some weeks later, Dipti phoned Chelsea to say that she was having a special dinner party that evening for some representatives of a national grocery store chain who were interested in buying her secret recipe for Hepworth risotto. Dipti asked whether she could add artichokes to the order she was due to have delivered that morning. Chelsea said that posed no problem and took down the list of additional items on one of Earth2Earth!’s order forms. Unfortunately, Chelsea became distracted while on the phone. She had just had an argument with Marcus, whom she had started dating, and Dylan was pulling at her trousers. She handed him a raw carrot to chew on which he proceeded to jam in the water tank of the carrot cleaning machine. Instead of writing down ‘artichokes’ Chelsea wrote down ‘lots of cokes’.
The next morning Dipti phoned at 7am in a rage. She claimed that the batch of carrots delivered to her the previous day were infected with ‘Spotty Greenfingeritis’, an unsightly fungal disease, and that her guests had been vomiting all night. Distraught by the whole experience and shaken by the fear that the supermarket representatives would now shun her, Dipti was unable to progress with her new plan to market and sell her risotto to supermarket chains for three weeks.
ATTEMPTS TO GET THEMSELVES OUT OF THE MESS
Angie and Georgie phoned up Orange Peril plc to complain about the infected carrots. The company confirmed that there had been an outbreak of this rare disease across the nation and that the British government had just put a complete ban on the production of carrots for the foreseeable future. In an attempt to avert any further problems, Angie contacted the Monkish Soup Company to warn them that they would be unable to deliver any carrots for a while. They were put through to the company’s legal director, Ms Meanlean, who was sympathetic to their problems but pointed out that Monkish was also in financial difficulties. The company’s market share was falling and the director of the company was likely to want to sue if Angie and Georgie delivered no carrots. She told them that their Winter Warmer Root Soup was outselling all their other soups and that it was vital to the success of the venture that they get a regular supply of clean organic carrots.
Distraught that the situation could ruin their business, Angie and Georgie contacted Kirsteen and begged her to help them find another supplier from the continent where the carrots did not seem to be affected. Kirsteen suggested that they meet her at the Place de Gourmet, a well-known vegetable market on the North Bank of the Seine. Angie could not secure a booking for the Channel Tunnel but Chelsea managed to find a website that sold cheap ferry tickets and purchased one for Angie and the Dormobile with her credit card. Angie set off, leaving Georgie to look after Dylan, Zen and the shop. But when she got to the ferry port she discovered that the next three ferries had been cancelled because of bad weather, a strike and a shortage of fuel. Angie wanted to complain but had no documentation about the ferry company, her ticket details or the customer service department.
Eventually, she got to Paris and met Kirsteen. They went around the Place de Gourmet where there were hundreds of exhibits and stalls but very little produce left. Kirsteen seemed to be familiar with the people there and introduced Angie to Claude, an established farmer from Normandy. Angie made it clear that she was only interested in good-quality organic carrots and that anything purchased would have to comply with their charter of standards. Claude was adamant that his carrots were far superior to anything Angie could buy in England and claimed that no other carrots in France sold so quickly.
Claude showed Angie some baskets of carrots which were more expensive than those supplied by Orange Peril and would reduce their profits considerably. However, they looked very big and healthy and were a lovely bright orange. Angie talked the deal over with Kirsteen, and they agreed that Angie really had no choice but to buy them as the market was closing and they had to get back to England that night. Angie bought enough of the carrots to satisfy their orders, signed the documents that Claude pushed her way and dragged Kirsteen away from the paperwork so that they would not miss the last ferry home. Claude told he would deliver the carrots to her within 12 hours.