Stemcor USA, Inc. v. Trident Steel Corp.
United States District Court for the Southern District of New York
471 F. Supp. 2d 362 (S.D.N.Y. 2006)
Over twelve transactions, Trident Steel Corp. (defendant) sent Stemcor USA, Inc. (plaintiff) purchase orders for steel casings, each stating that no new terms would bind the parties unless agreed to in writing. Stemcor responded with acknowledgment forms containing an arbitration clause, then delivered the steel, which Trident accepted. Disputes later arose, and Trident filed third-party complaints against Stemcor. Stemcor sued to compel arbitration under the Federal Arbitration Act.
Whether, under UCC section 2-207, an arbitration clause added in a seller's acceptance form becomes part of the contract when the buyer's original purchase order expressly limits binding terms to the terms of that order.