February 19, 2016

Itoh v. Jordan - 552 F.2d 1228 (7th Cir. 1977)

FACTS: Itoh sent Jordan a purchase order for steal coils.  Jordan sent back its acknowledgment form which contained a provision that Buyer would assent to terms unless he notifies the seller at once.  On Jordan's form an arbitration clause existed that had no counterpart on Itoh's form.


HISTORY: Jordan moved to stay proceeding pending arbitration.  Trial court denied the motion.


ISSUE: Was arbitration clause part of the contract?


HOLDING: No


RATIONALE:  Section 2-207 (3) applies.  Question is does the arbitration clause act as a "supplementary term" incorporated under some other provision of the Code.

"We find `supplementary terms' contemplated by section 2-207 (3) are limited to those supplied by the standardized `gap-filler' provisions of Article 2..."


DISPOSITION: Affirmed.