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  • Brooks Cotton Company, Inc. v. WilliamsBrooks Cotton Company, Inc. v. Williams
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Brooks Cotton Company, Inc. v. Williams

Tennessee Court of Appeals
381 S.W.3d 414 (2012)


Bradley Williams (defendant) farmed his own and his landlord’s cotton for 25 years. Typically he sold cotton in person after harvest to Brooks Cotton Company, Inc. (plaintiff), but once Brooks “booked” Williams’ cotton before harvest over the phone. In 2010, Williams called Brooks before harvest and orally agreed to sell his entire crop at $.742 per pound. Brooks sent a letter confirming the terms, and Williams did not object. After harvest, Williams denied the contract, and Brooks sued. Brooks said booking and hedging were common practices in the cotton industry. Williams said he was unfamiliar with hedging and set prices using his last three years’ selling prices, although he received daily texts about cotton prices and cotton-farming periodicals. The trial court found Williams a merchant under the statute-of-frauds exception of the Uniform Commercial Code (UCC), making the contract enforceable, and granted Brooks partial summary judgment. Williams appealed.

Rule of Law


Holding and Reasoning (Stafford, J.)

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