Citations
- 17 Ohio App. 3d 59
Full opinion text
Jackson, P.J.
This is an appeal from a judgment of the Cleveland Municipal Court, following a nonjury trial, which awarded damages to ap-pellee, Alliance Wall Corporation, in the amount of $9,639.76, and denied the counterclaim of appellant, Ampat Midwest Corporation.
The parties entered into a contract whereby Alliance Wall Corp. (“seller”) agreed to sell, and Ampat Midwest Corp. (“buyer”) agreed to buy, over two hundred aluminum panels.
There was no formal written contract between the parties. The companies did exchange a series of form purchase orders and acknowledgments prior to performance.
Ampat (buyer) sent its first purchase order in March 1978, consisting merely of a list of sizes and numbers of panels which would be ordered. This form was acknowledged by Alliance Wall (seller) in August 1978. It was noted “hold for final sizes,” and the price was listed as $29,217.
On January 26, 1981, buyer sent a second purchase order listing a number of panels, again stating “final sizes to be provided after approval of Midwest Architectural Metal shop drawings and your color samples.” The purchase order also states “ship all materials within five (5) weeks of release for production.” Delivery instructions were to ship “your [Alliance] truck,” “FOB Okmulgee, Oklahoma.” The contract price is stated to be $38,847.
Seller acknowledged this purchase order by letter dated January 29, 1981. The letter states: “We are placing your order in our ‘to be scheduled’ file until we are in receipt of the final sizes and quantities.” It adds, “Please keep in mind that our tentative shipping schedule is approximately five to six weeks after the final information is received.” Price is not mentioned.
By way of letter dated September 1, 1981, buyer irrevocably committed itself to ordering the aluminum panels from Alliance. The letter alters both the requested delivery date and the price. It states, in relevant part:
“Shipment should occur as soon as possible and certainly within seven (7) weeks of the date of this release. Please note that the order originally required a five (5) week production period but we have expanded that based on information from Andy Pappalardo.