THE CASUS BELLI

A battle of forms arises where each of the parties to what they at least perceive as a contract have employed their own standard terms of trading or business. In the case of an anticipated sale of goods, the buyer's purchase order and the seller's acknowledgment of order will be on terms drafted in advance: perhaps by a representative trade association or by the parties' respective legal advisers. If all goes well the goods will be dispatched and paid for and nothing more will be heard of the matter. If this happy scenario does not ensue, however – perhaps, for example, the buyer feels that the goods do not conform to specification or are defective in quality – the parties may turn to their respective standard forms and point to terms therein which they consider to be resolutive of the dispute. In particular the seller may stand on a clause in its acknowledgment of order which excludes liability for the non-conformity alleged and point to another which neutralises any contrary term in the buyer's purchase order. For example: