Timber Sale Contract

Group members: Kelsey Chase, Hana Haskins, Amber Herweck, Stuart Hill, Katie Kutzer, Nils Schive

UCC/Common Law: Article 2 of UCC deals with the sale of goods. This contract falls under UCC because timber is being sold.

Bilateral/Unilateral: This is a bilateral contract because it is a promise for a promise. The seller is promising to sell the timber and also dispose of it. The Purchaser is promising to buy the timber and cut and remove it.

Executed/Executory: This contract is an executory contract because the terms of the contract have not yet been fully performed.

Illusory: This contract is not an illusory promise because both the purchaser and seller have agreed to the terms of the contract. The purchaser has agreed to cut and remove timber on the land and the seller has agreed to dispose of the timber.

Statute of Frauds: This contract is deemed important enough to be in writing. It is not an oral contract, so Statute of Frauds does not exist.

Modification: Since this is a UCC contract, there does not need to be consideration in order to modify the contract. However, if there are any modifications to the contract, they will be reduced to writing, dated, signed, and witnessed, and will be attached to the contract.

Formal Contract: Negotiable instruments make this a formal contract because it is a written document, signed by a party that makes an unconditional promise to pay a specific sum of money on demand or at a certain time to the holder of the instrument.

Damages: Damages are outlined in section (e) and (f) for the purchaser along with the Insurance section. The purchaser is responsible for repairing any damages to the fence during the removing or logging of timber. The purchaser is liable for damage, destruction, or restoration of private or public improvements in the exercise of the contract and is solely responsible. The purchaser agrees to protect the seller from all liability for personal injuries, death, or property damage suffered or incurred by any person in connection with purchaser during performance of contract.

Void/Voidable/Valid/Unenforceable: Valid because it includes an offer, acceptance, and consideration. Also it does not include any illegal activity.

Consideration: Yes, because there is a benefit to the Seller who receives money from the Purchaser and there is a detriment to the Purchaser because the Purchaser has to pay money to the seller.

Exculpatory Clause: The contract places liability in the Purchaser in that it says that any liability for damage, destruction, or restoration of private or public improvement occasioned by or in the exercise of this contract shall be the sole responsibility of the Purchaser.

Material Terms: The material terms in the contract include subject matter, price, quantity, quality, and parties involved.

Alternative Dispute Resolution: Arbitration: Section Miscellaneous (c) states “in case of dispute over the terms of the contract, final decision shall rest with a reputable person mutually agreed upon by the parties of the contract, and in the case of further disagreement, final decision will rest with an approved board of three persons, one to be selected by each party to this contract and the third to be selected by the other two.
• One issue that we came across regarding arbitration in contracts is that parties are encouraged to select their respective arbitrators prior to acceptance and include them in the contract. This simply eliminates any cause for dispute if arbitration did arise.
Title: Title specifications can be found in section (d) of the “SELLER” section. This clause states “The Seller covenants that he is the lawful owner of the above timber and that no indebtedness or encumbrance exists against the same”. Parties to a timber contract are advised to specify the exact dimensions of the land that will be harvested. Issues regarding title disputes may arise when the contract conflicts with state or environmental forestry laws and regulations.

Other: Issues regarding business dealings specifically with timber often involve disputes between the government and the private parties. This is a statutory issue, and the regulations vary by state. In U.S. v Alaska Pulp Corp, the United States voided a timber contract and ordered that the 17-million acre forest will not be harvested.