Identification of Plaintiff: Ford Motor Co.

Case Defendant: Allied Steel and Conveyors, Inc.

Court: United States Court of Appeals, Sixth Circuit
Date: 1960
Procedural History The trial resulted in a verdict for Hankins against Ford
and for Ford against Allied. Allied’s motion for judgment
notwithstanding the verdict was denied and judgment
was entered against it. Allied appealed.
Facts of the Case Ford bought some machinery from Allied in 1955 to be
installed by Ford’s employees. Then Ford offered to
buy more machinery in 1956 to be installed by Allied’s
employees. Along with the offer was an indemnification
form that said Allied must take responsibility for
negligence committed by Ford’s workers as well as its
own. Allied started installing the machinery before they
sent back the acceptance of the offer. One of Allied’s
employees was injured as a result of the negligence of
one of Ford’s employees. Then Allied sent back their
written acceptance of the offer. That employee sued
Ford, and Ford brought in Allied as a third-party
defendant. At trial, the employee prevailed against
Ford, but Ford prevailed against Allied in the same
amount. Allied appealed.
Issues Was the indemnity form enforceable against Allied even
though they hadn’t sent back written acceptance of it?
Holding & If a certain manner of acceptance wasn’t prescribed,
Disposition but merely suggested, other methods of acceptance
may meet up with an offer to make a contract.

Affirmed.
Rule

Rationale The court finds that Allied accepted the contract in full
by performing it. It doesn’t matter that they didn’t use
the method of accepting the contract that was included
in the contract, because the court interprets it to be just
a suggested method of acceptance. It would have been
different if the contract had stipulated that a written
response was the only acceptable way of accepting the
offer.
Evaluation/Comme What result under UCC Section 2-204(1)(a)?
nts