Business Law 12th Edition by Roger LeRoy Miller ,Frank Cross

Exercise 3

Additional Provisions Affecting Remedies Nomo Agroindustrial Sa De CV is a farm company based in Mexico that grows tomatoes, cucumbers, and other vegetables to sell in the United States. In the early part of the first decade of the 2000s, Nomo's tomato plants contracted a disease: tomato spotted wilt virus (TSWV). To obtain a crop that was resistant to TSWV, Nomo contacted Enza Zaden North America, Inc., an international corporation that manufactures seeds. Enza's brochures advertised-and Enza told Nomo-that its Caiman variety was resistant to TSWV. Based on these assurances, Nomo bought Caiman seeds. The invoice, which Nomo's representative signed, limited any damages to the purchase price of the seeds. The plants germinated from the Caiman seeds contracted TSWV, which destroyed Nomo's entire tomato crop. Nomo fi led a suit in a federal district court against Enza, seeking to recover for the loss. Enza argued, in part, that any damages were limited to the price of the seeds. Can parties agree to limit their remedies under the Uniform Commercial Code? If so, what are Nomo's best arguments against the enforcement of the limitations clause in Enza's invoice? What should the court rule on this issue? Why? [Nomo Agroindustrial Sa De CV v. Enza Zaden North America, Inc., 492 F.Supp.2d 1175 (D.Ariz. 2007)]