Contract Law Elements - Assignment

Research Paper
Requirements
Table of Contents
TOPIC:.............................................................................................................................................1

INTRODUCTION...........................................................................................................................1
Overview of the research........................................................................................................1
Background and overview of the company............................................................................1
Rationale and significance of research...................................................................................1
Aims and objectives...............................................................................................................2
Ethical Implications................................................................................................................2
LITERATURE REVIEW (RELEVANT LAWS)...........................................................................2
Understanding the concept of contract law and its elements.................................................2
Ascertaining whether a duly formed contract is enforceable under the common law or
Uniform Commercial Code....................................................................................................3
Identifying the various strategies which can be used by Walmart to minimise risk, create value
and protect their business leaders from legal disputes...........................................................3
RESEARCH METHODOLOGY.....................................................................................................4
Research method....................................................................................................................4
ANALYSIS AND DISCUSSION...................................................................................................4
Applicable laws......................................................................................................................4
Court’s decision and rationale................................................................................................4
Analysis of all parties.............................................................................................................5
Researcher point of view with justification............................................................................5
CONCLUSION AND RECOMMENDATIONS............................................................................6
REFERENCES................................................................................................................................7

TOPIC:
“To understand and identify the strategies of contract law which can be used to protect the
legal interest of business leaders” A case study on Walmart”
INTRODUCTION
Overview of the research
Contract law is a set of various regulations which are implied by government. In United
States, contract law is legal obligation which is required to be obliged by every party involved in
an enforceable and legal contract (Knapp, Crystal and Prince, 2019). According to the contract
law of United States, a contract is an agreement which is between two or more parties which
creates reciprocal obligations enforceable at law (Lookofsky, 2017). These contracts can be
expressed, implied, bilateral and unilateral, void etc. This research is based on the investigation
on Walmart company which has faced various legal issues related to contract law. This research
will include literature review based upon facts and relevant laws. Further, this investigation will
cover various applicable laws and decision of court on the matter of Walmart under discussion
and analysis of secondary investigation (Contract law, 2018).
Background and overview of the company
Walmart is multinational retail company which has its headquarters in Bentonville,
Arkansas, United States. This company was founded in 1962 by Sam Walton. Walmart is
operating its stores in various countries including Africa, Argentina, Canada etc (Raskin, 2016).
Walmart has engaged in various cases related to contract law and the one of the most significant
and recent one is case of Walmart vs Cuker interactive.
Rationale and significance of research
The main reason behind conducting this research is to ascertain various ways or strategies
which can help in protecting the interest of business leaders. This investigation will create
emphasis of ways by which business leaders of companies such as Walmart can create value and
can minimise legal disputes under contract law (Cartwright, 2016). This research will benefit
researcher as well as readers of this research paper as it will enhance their knowledge about the
concepts and elements of contract law which is essential for learners pursuing law as their
primary study.
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Aims and objectives
Aim
“To understand and identify the strategies of contract law which can be used to protect
the legal interest of business leaders” A case study on Walmart.
Objectives
 To understand the concept of contract law and its elements.
 To ascertain whether a duly formed contract is enforceable under the common law or
Uniform Commercial Code.
 To identify the various strategies which can be used by Walmart to minimise risk, create
value and protect their business leaders from legal disputes.
Ethical Implications
Ethical implications are the issues and restrictions which are faced by investigator while
collecting data from various sources. In this investigation, researcher has faced problems while
collecting data about Walmart case vs Cuker interactive from secondary sources such as articles
and law journals as very limited data is published in these sources.
LITERATURE REVIEW (RELEVANT LAWS)
Understanding the concept of contract law and its elements
According to US Contract law is the set of modern rules related to creation and
interpretation of contract. Contract are largely driven from common law legal system according
to which it is an agreement between two or more people having the lawful aim of engaging
themselves in purchase or sell of product or service for a legal consideration.
According to US contract law and (Hunter, 2017), elements of contract law are its
necessary requirements which are required to be fulfilled to create and enforce a lawful contract.
There are mainly six elements of contract law which are offer, acceptance, consideration, mutual
consent, capacity and legally accepted terms. First most element is offer which is analysed as a
promise to enter in a contract which is well known by the other party. Offer is said to be certain
and definite and must include counteroffer which leads towards second element of contract law
which is agreement. Agreement can be both unilateral and bilateral and is also stated as initial
stage on a contract. It is most important to have a lawful consideration in a contract which sets
out to be third element of this law which defines that something valuable to both parties must be
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present in a lawful contract. Another element is capacity which overlays the ability of a party to
be a part of a contract. Parties are said to be capable to enter in a contract and must be aware of
what they are doing. Mutual assent and legally accepted terms are also elements of contract law
according to which all the parties must be bound with conditions of the contract. Walmart must
comply with all the elements to enter in a law.
Ascertaining whether a duly formed contract is enforceable under the common law or Uniform
Commercial Code
Contracts in United states are managed and enforced by two major laws which are
Common law and Uniform Commercial Code. According to (Tushnet, 2017), common law
governs all the contracts for goods and services along with which it has stated all the elements of
a valid contract which are important to create and enforce a contract. Common law has a broad
territory of affairs which governs contractual transactions and all major affairs related with legal
system of United States.
Whereas, according to (Llewellyn, 2016), Uniform Commercial Code is a set of rules and
regulations which is adopted by all 50 states of United states. These codes comprise of articles
which governs sale of good, negotiable instruments, secured transactions etc. These codes are
more of articulated regulations rather than legal sections.
By restating the both the laws above, it is clear that common law are basic laws of US and
UCC are basic rules which supports the laws. By analysing both the laws thoroughly, it is
evaluated that a duly formed contract is enforceable under common law. A duly formed contract
is a legal contract between two competent parties which has lawful consideration and these
contracts are enforceable by common law of United States. In case, where Walmart wants to
enforce their lawful contract, they can enforce it with common law of United States.
Identifying the various strategies which can be used by Walmart to minimise risk, create value
and protect their business leaders from legal disputes.
According to (Smith and Lecce, 2016), every law and statute has exception articles which
can protect the interest of parties. In the case of contract law, there are various exemption and
can be say loopholes which can minimise the risk of legal disputes. Walmart is a multinational
retail company which has its presence in various countries. It is evidently seen that; Walmart is
engaged in various conflicts related to contract law. There are various strategies which can
protect the interest of business leaders from legal disputes of contract law.
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According to (Calvi and Coleman, 2016), alternative conflict resolutions are the best way to
strategize legal disputes of contract law. There are three forms of dispute resolution that can be
utilised as an alternative to litigation which are mediation, negotiation and arbitration.
Negotiation is the way by which two parties in a contract communicate to each other and
mutually try to resolve the dispute on terms of their own which are mutually accepted. The main
element of negotiation is compromise in which all the parties come to a mutual decision by
compromising and stating their terms. This strategy is time and cost efficient which majorly
result in win-win situation. Another strategy which can be used by companies is mediation two
parties communicate through a paid or unpaid mediator which put efforts to bring both parties at
a mutual compromise. This mediator is said to be neutral and in case of Walmart they can use
this strategy for reduce the risk of damaging their brand equity. Arbitration is the last strategy
which can be used by companies like Walmart in which an alteration is ordered to resolve a
dispute. The process of arbitration is usually initiated by filing a claim for legal hearings. All
these strategies can be used by Walmart in order to protect the legal interest of their business
leaders.
RESEARCH METHODOLOGY
Research method
Research method is the technique of conducting a research. Typically there are two
research methods which are primary and secondary. Primary investigation includes
investigations from sources which are collected by the researcher using techniques such as
questionnaires and interviews. Whereas, secondary data research is done by invesgating all
secondary data techniques which are available through books, journals, articles etc. In this case,
the research is conducted using secondary method. The reason behind selecting this technique is
that, it is an investigation based on a case law due to which all the information related to this
research is gained through journals and scholar articles by the researcher.
Research design and philosophy
Research design: Research design is the method or way collected data for an
investigation. This design defines the ways through which investigator has procured the
information for research. In this case, investigator has adopted "descriptive case study" design as
it is ideal for investigations based on a certain law case. Contract law and it's strategies are the
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main component of this research which is conducted using a real case study due to which it can
be said that descriptive case study design is an appropriate choice.
Research philosophy: Research philosophy is defined as a belief of investigator that it a
certain way data or information about research should be collected. This philosophy helps in
building a belief in which way data if used and analysed. In this research, realism research
philosophy is used as this investigation is based on a real life case study of Walmart vs Cuker
Interactive. Using this philosophy various perceptions are made which helped in using data.
ANALYSIS AND DISCUSSION
Applicable laws
This investigation is related with case study of Walmart case vs Cuker interactive. This
case has various laws applicable to it. The first law which is applicable to them is contract law.
Under this law, various basic elements are stated which are used as guidelines under court cases.
Common law and Uniform Commercial Code are two other laws under by a legal contract is
enforceable. These laws are followed by all the countries of United states. Under any
circumstances, Walmart has to follow all these laws except if they wish to opt for alternative
conflict resolution.
Court’s decision and rationale
Issue: Walmart vs Cuker interactive case is a case related to contract law, under which a
California based digital marketing agency file suit against Walmart as they were involved in a
breach of contract. This case is related with the misappropriated the trade secrets. In this case
Walmart entered into a contract with Cuker Interative, a marketing agency to build a responsive
ecommerce website for them for the purpose of online shopping services. After few months of
lawful contract, Cuker found that Walmart was misappropriating their trade secrets in four areas.
These areas were, Walmart phased release support technique, they even twisted their
development tool, adobe illustrator and zoning tools. After convicting the breach of their
contract, Cuker filed a suit and a jury was allotted for this case (Walmart vs Cuker interactive,
2017).
Solution: After deeply analysing the case and all laws related to this case, jury
summoned their decision in various of Cuker Interactive. Walmart company had to pay a sum of
amount more than 12 million dollars for damages. The only decision in this case which was in
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the favour of Walmart was that the company is not liable to pay any kind of damages for the
misappropriation of development tool as per the verdict.
Analysis of all parties
In the case of Walmart vs Cuker Interactive, there are two parties involved and they are
Walmart company’s business leaders and Cuker interactive. Cuker Interactive is a marketing
agency which is hired by various companies around United States. This company has their
prospectus clearly stating that any of their client has no right to misappropriate their tools by
which they develop programs. This company has filed a suit in absolute good faith as they faced
breach of a contract for which they gained all legal help by jury of court.
Another party involved in this case is Walmart company’s business leaders which were
held liable for breaching the contract. It is stated in the elements of contract law that both the
parties must has accepted all the articles of a contract. Walmart breached this contract and failed
to fulfil the element of acceptance which was against the interest of Cuker Interactive. It is true
that Walmart breached the contract and they must be held liable for it but there are alternative
conflict resolution strategies also which could be used by them. Walmart must have used the
strategy of negotiation or mediation by which they can compromise at a sum of amount to be
paid to Cuker Interactive. It is clearly analysed that in both the cases they have to pay a heavy
amount of damages. But at least in the case of negotiation, the brand image of Walmart was not
on stake. After this case, Walmart lost their ample of loyal customers and even the goodwill of
their company even degraded.
Researcher point of view with justification
After analysing all the relevant facts from literature review and the deep study of Walmart
vs Cuker Interactive, it is clear that Walmart has breached a contract for which they have to pay
damages but litigation was not only option. They should have considered alternative conflict
resolution by which their brand image could be preserved and even there were chances of low
payment of damages after effective negotiation. This point of view is supported by various laws,
regulations and statutes which are presented in literature review. These laws are common law of
United States, Uniform Commercial Code of Unites states and Contract law of Unites states and
Alternative Dispute Resolution of United states.
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CONCLUSION AND RECOMMENDATIONS
Recommendations:
After analysing the case study of WalMart vs Cuker Interactive in detail, there are
various recommendations for WalMart. By being sued by Cuker Interactive, Walmart has
degraded its reputation in market and especially the market of marketing as their business leaders
were evicted of being engaged in activities of misappropriated use development tools of their
marketing agencies. Despite of taking a such big risk of their brand equity, they must have gone
for alternative dispute resolution. By selecting this method, they could have saved their brand
image. Also, particularly they are recommended of using negotiation and mediator in future
perspectives. Another recommendation for Walmart is that they must develop their business
leaders so that they can be extra careful with all the clauses and elements of contract law.
Conclusion:
From the above relevant facts used in literature review and analysis of case study, it is
concluded that contract law of United States is one the strongest law structure as it is even
supported by common law and Uniform Commercial Code. There are merely any loopholes in
this law due to ADR or alternative dispute resolution is the great solution while facing issues of
contract breach. It is also concluded that a duly formed contract is enforceable by Common law.
Also, strategies which are concluded to be used for minimising risk, creating value and
protecting interest of business leaders is negotiation, mediation and arbitration.
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REFERENCES
Books and Journals
Lookofsky, J., 2017. Understanding the CISG: a compact guide to the 1980 United Nations
convention on contracts for the international sale of goods. Kluwer Law International.
Hunter, H., 2017. Modern Law of Contracts.
Tushnet, M., 2017. Comparative constitutional law. In The Oxford handbook of comparative law.
Llewellyn, K. N., 2016. The common law tradition: Deciding appeals (Vol. 16). Quid Pro
Books.
Smith, L. C. U. and Lecce, C. D. J., 2016. Litigating National Security Cases under The United
States Uniform Code of Military Justice. Journal of International Peacekeeping, 20(3-4),
pp.250-274.
Calvi, J. V. and Coleman, S., 2016. American law and legal systems. Routledge.
Raskin, M., 2016. The law and legality of smart contracts.
Knapp, C. L., Crystal, N. M. and Prince, H. G., 2019. Problems in Contract Law: cases and
materials. Wolters Kluwer.
Cartwright, J., 2016. Contract law: An introduction to the English law of contract for the civil
lawyer. Bloomsbury Publishing.
Online
Contract law. 2018. [Online]. Available through: <https://www.hg.org/contract-law.html>
Walmart vs Cuker interactive. 2017. [Online]. Available through:
<https://arktimes.com/arkansas-blog/2017/04/24/walmart-slapped-with-12-million-in-
damages-over-misappropriating-trade-secrets>
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