Commercial Law–A Farmer is Not a “Merchant” Under the Uniform Commercial Code–Cook Grains, Inc. v. Fallis
Plaintiff grain company allegedly entered into an oral contract to purchase 5,000 bushels of soybeans from the defendant farmer. The grain company signed a written integration of the alleged oral agreement and mailed it to the farmer, with a request for his signature. The farmer neither signed the document nor attempted to communicate with the grain company and later refused to deliver the soybeans pursuant to the terms of the plaintiff’s memorandum. In an action for breach of contract, the grain company contended that the farmer was precluded from relying on the statute of frauds, as incorporated in the Uniform Commercial Code, by virtue of his failure to object to the company’s memorandum of the agreement. The trial court, however, allowed the statute of frauds defense, and, on appeal to the Supreme Court of Arkansas, held, affirmed. A farmer is not a “merchant” as that term is used in the Code and consequently, he is not obliged to give notice of an objection to a ·written confirmation of an oral agreement.