GROUP 10

Nguyen Phu Long

Cao Duc Luong

Lam Quang Minh

Quach Hoai Nam

Fact

Defendant: Wine World,inc.,

A producer and supplier of winesBeriger , NapaRidge …

PLANTIFF: VARNI BROS.

INDEPENDENT DISTRIBUTOR OF WINE WORLD.WAREHOUSES , TRUCKS, TRAINED SALESPEOPLE…

Varni started distributing for Wine World in 1975

on the basis of a handshake- no written contract.

In 1989, Wine World terminated

its arrangement with Varni on 60 days’ written notice.

Varni sued

They could be terminated only for good cause.

Implied term of their contract, supplied by

industry custom.

Issue

Can industry custom supply a term of an implied contract?

Answer: YES

Explanation

Implied contract ? When parties reached an agreement even

though they have not expressly stated its terms.

Industry custom-handshakes-no written contracts.

Everyone “understood’ what a “distributorship” involved.

Precedent Fact

Jerry Emerson (a black-male worker) sued The Boeing Company.

No.94-3125.(D.C. No. 92-CV-1279).United States Court of Appeals,

Tenth Circuit.(May 8, 1995),Kansas. Plaintiff said that Boeing breached the parties'

implied employment contract when it fired him.

Issue Under Kansas law, employment is presumed to

be at will unless an implied contract covering the duration of employment exists.

According to the industry custom, if an implied contract existed. The employee would be able to work until retirement age of 65.

Issue Plaintiff have to prove that the 2 parties

mutually intended to enter into an implied employment contract.

The employee's subjective expectation of continued employment is not enough.

Argument Plaintiff conceded that he did not have a written

contract, but argued that he entered into an implied contract with Boeing.

Boeing denied the existence of such a contract.

Argument On appeal, plaintiff asserted that the parties'

mutual intent to be bound by an implied contract restricting Boeing's right to terminate employment at will.

These facts were insufficient to prove the existence of an implied contract.

Argument Plaintiff also argued that the Boeing’s

regulations indicated that he would not be fired except for a violation of company rules.

However, they still did not support the plaintiff.

Verdict Plaintiff has failed to show specific facts from

which an implied contract can be inferred.

Summary judgment in favor of Boeing was appropriate on this breach of contract claim.

Return to the case of Varni If Varni can prove that an implied contract

exists, or if they don’t make an agreement that rejecting CISG. Varni will win the court.

However, if not, they would lose.

Implication in Viet Nam

Plaintiff: the Coca-cola Viet Nam Co, Ltd.Address: LinhTrung– ThuDuc– HCM city.

.

Defendant: Mr Le Xuan Duong – Distributor.Address : 28 Hang Chieu-HoanKiem-HaNoi.

No: 03/KTST Date: 11/01/2005 of the Ha Noi’s people commercial court.

Fact

On 26/10/2004.Coca-cola Viet Nam sued Mr.Duong because he broke the contract, stoped buying the products and didn’t pay the debt of 134.740.000 VND for the company.

Mr Duong also confirmed this debt.

Fact Coca-cola said that they had made an implied

contract with Mr Duong.(Contract was fine until 30/12/2003)

This contract implied that Mr Duong could buy the products without paying in advance.

Fact

In this case, the distributor faced difficulties in business so he delayed the paying time.

The company agreed to decrease the debt to 84.180.000 vnd

Issue Based on the industry custom, the distributor

have to pay back the debt to the company after they make the transaction without any exception.

Verdict

Base on Viet Nam commercial law on 1997

MỤC 2:NHỮNG NGUYÊN TẮC CƠ BẢN TRONG HOẠT ĐỘNG THƯƠNG MẠI

Điều 13. Nguyên tắc áp dụng tập quán trong hoạt động thương mại.

Trường hợp pháp luật không có quy định, các bên không có thoả thuận và không có thói quen đã được thiết lập giữa các bên thì áp dụng tập quán thương mại nhưng không được trái với những nguyên tắc quy định trong Luật này và trong Bộ luật dân sự.

 

Verdict

The court decided that:

- Accepted the lawsuit on 26/10/2004 of the Coca-cola Viet Nam Co, Ltd.

- Mr Le Xuan Duong had to pay the debt 84.180.000 vnd for the Coca-cola Viet Nam Co, Ltd.

- Defendant had to pay all the fee.