UCC Article 2 - Battle of Forms

    Old version:

    § 2-207. Additional Terms in Acceptance or Confirmation.

   (1) A definite and seasonable expression of acceptance or a written confirmation which is sent
   within a reasonable time operates as an acceptance even though it states terms additional to
   or different from those offered or agreed upon, unless acceptance is expressly made
   conditional on assent to the additional or different terms.

   (2) The additional terms are to be construed as proposals for addition to the contract.
   Between merchants such terms become part of the contract unless:

     o (a) the offer expressly limits acceptance to the terms of the offer;
     o (b) they materially alter it; or
     o (c) notification of objection to them has already been given or is given within a
       reasonable time after notice of them is received.

   (3) Conduct by both parties which recognizes the existence of a contract is sufficient to
   establish a contract for sale although the writings of the parties do not otherwise establish
   a contract. In such case the terms of the particular contract consist of those terms on which
   the writings of the parties agree, together with any supplementary terms incorporated under
   any other provisions of this Act.

   

   Revised version:

   

   § 2-207. Terms of Contract; Effect of Confirmation.

   Subject to Section 2-202, if (i) conduct by both parties recognizes the existence of a
   contract although their records do not otherwise establish a contract, (ii) a contract is
   formed by an offer and acceptance, or (iii) a contract formed in any manner is confirmed by a
   record that contains terms additional to or different from those in the contract being
   confirmed, the terms of the contract are:

   (a) terms that appear in the records of both parties;

   (b) terms, whether in a record or not, to which both parties agree; and

   (c) terms supplied or incorporated under any provision of this Act.