Detailed Answer
(c) The rebinding of Dunne’s books is considered a
service and not a sale of goods, therefore, common law applies.
Under common law, modification of an existing contract needs
new consideration by both parties to be legally binding. Since
Dunne has not given any new consideration for Cook’s reduction
in price, the contract is unenforceable. Additionally, the parol
evidence rule prohibits the presentation of evidence of any prior
or contemporaneous oral or written statements for the purpose
of modifying or changing a written agreement intended by the
payor to be the final and complete expression of their contract.
However, it does not bar from evidence any oral or written
agreements entered into by the parties subsequent to the written
contract. Therefore, the agreement between Dunne and Cook is
unenforceable, but evidence of the modification is admissible
into evidence. Note that if the contract had been for the sale of
goods (UCC), modification of the contract terms would have
been enforceable. Under the UCC, a contract for the sale of
goods may be modified orally or in writing without new consideration
if such modification is done in good faith.