Visualizing Legal Rules: Battle of the Forms
Legal rules can often be written as Mathematica expressions in which logical functions such as And or Or surround textual arguments relating to the various conditions needed to trigger some legal consequence. This fact, coupled with the flexible ways in which one can display a Mathematica expression, provides a new vehicle to readily visualize the structure of legal rules. This Demonstration illustrates this idea with a visualization of the law relating to the classic "Battle of the Forms" problem under Article 2 of the Uniform Commercial Code that governs domestic sales of goods in the United States. The user selects the state of communications between the parties and then chooses various details, including whether the transaction is between merchants, whether the offeror has assented to any non-mirror terms included by the offeree in its communications, whether the original offer restricted non-mirror acceptances, whether the non-mirror terms communicated by the offeree materially alter the original offer, whether the offeror has timely objected to any non-mirror terms, and whether the parties have engaged in conduct consistent with formation of a contractual relationship. The left panel of the output shows the most likely judicial finding as to whether a contract exists and the terms of that contract. The right panel shows a graph that explains the logical argument that will be advanced in support of the judicial finding. Green text and arrows mean that the factor is present or "true". Red text and arrows mean that the factor is absent or "false". You can select which type of judicial finding you want explained using the "visualize scenario" control found at the bottom of the Demonstration. If you hover your mouse over the text in the graphic, a tooltip will frequently appear that more fully explains the matter.
This Demonstration attempts to give an overview of legal issues arising when parties involved in the sale of goods engage in imperfect contract formation. It is intended for pedagogic purposes and to provide an overview of a "forest" in which there are many subtleties and issues of interpretation. Persons involved in real-world legal disputes involving contract formation should seek legal advice and should not rely on this Demonstration for any specific conclusions.
Snapshot 1: A contract is formed under the offeree's terms when the transaction is between merchants, the offeree has "accepted" with non-mirror terms and the offeror has not timely objected to the non-mirror terms, the non-mirror terms do not materially alter the deal, and the offeror neglected to preclude such acceptances.
Snapshot 2: A contract is formed when the offeree accepts the offer conditional on the offeror's acceptance of the non-mirror terms, the offeror does not accept the non-mirror terms, but the parties behave as if a contract has been formed. The terms of the contract, however, are only the terms on which the original offer and the offeror's acceptance agree, plus any background default terms from the Uniform Commercial Code or other applicable bodies of law.
Snapshot 3: No contract is formed when the offeree accepts the offer conditional on the offeror's acceptance of the non-mirror terms, the offeror does not accept the non-mirror terms, and the parties do not behave as if a contract has been formed.