Belden Inc. v. American Electronic Components, Inc.

American Electronic Components (AEC) bought wire from Belden Inc. (defendant) for use in automobile sensors, relying on Belden's assurance about the wire's insulation. AEC would send purchase orders with its own terms, and Belden would respond with an order acknowledgment containing boilerplate language limiting Belden's liability and stating its acceptance was "expressly made conditional" on AEC's assent to that limitation. In 2003, Belden shipped wire with the wrong insulation, which cracked in thousands of vehicles, forcing costly recalls that AEC had to cover. AEC sued Belden for breach of contract, and the trial court granted AEC partial summary judgment; Belden appealed.