Supply Chain & Warehousing

Subscribe to Supply Chain & Warehousing via RSS
Young-businessman-and-woman-signing-a-paper-in-office-The-concept-of-a-successful-business-GettyImages-1045342822-Med

Crowell has reported before on important ripples in commercial contract law centered on what counts as the enforceable contract between automotive product buyers and sellers. In its 2023 opinion in MSSC Inc. v. Airboss, the Michigan Supreme Court found that a master supply agreement was not enforceable, as opposed to the individual release orders issued under those agreements. Courts and industry have been left to grapple with the significant implications since.Continue Reading What’s The Contract? The Debate Continues In Michigan, with Consequences Beyond

Courthouse-facade-GettyImages-497221924-Med

In Kiekert de Mexico S.A. de CV v. Brose Jefferson, Inc., another federal court in Michigan relied on the 2023 Airboss ruling regarding “release-by-release” agreements in an order allowing an auto parts supplier in Mexico to reject order-by-order purchase releases from a Michigan purchaser, finding that the “needs” of the buyer under the parties’ agreement were too vague to meet the statute of frauds.

At the heart of this issue is what amount of specificity exactly is required to spell out a “requirements contract,” which is enforceable under the statute of frauds and cannot be terminated on an order-by-order basis. In the absence of sufficient specificity, a release-by-release agreement allows either party to walk away from the “blanket” or “umbrella” supply agreement except as to specific release orders that are issued and accepted.Continue Reading Another Michigan Auto Parts Agreement Terminated Under Release-By-Release Doctrine

Contract-header-with-pen-GettyImages-157382588-Med (1)

In the current environment, disruption and lack of predictability are the new norm. As we experienced in the COVID-19 pandemic, the force majeure clause is taking center stage at least for some companies. It is time to review your contracts to make sure you understand how these clauses apply.Continue Reading Force Majeure Clauses in Transportation, Supply Chain, and Logistics Agreements – In the Spotlight Again!