No. The court decided that Hooker was wrong to cancel the contract. Just because Roberts's contract mentioned the 'plans and specs' of the main project didn't automatically mean Roberts had to do every single thing Hooker was supposed to do, especially an expensive task like hauling away trash that was never mentioned in their deal. Even if it *was* Roberts's job, it was a small part of the whole project. Canceling a contract is a very extreme action. Hooker should have just paid someone else to dispose of the old cabinets and then asked Roberts to pay him back for that cost, instead of ending the entire business relationship.

No, Roberts didn't have to throw away the old cabinets because the contract didn't say so. Hooker was wrong to cancel the contract just because of this. 

The big rules about contracts, not the special ones for buying and selling stuff, were used to decide this because it was about what Roberts and Hooker were supposed to do, not the cabinets themselves.

The court mostly agreed with the money Roberts got, but they said Roberts shouldn't get money for storing the cabinets because it didn't actually cost them extra. Roberts deserved to get the money they would have made if Hooker didn't break the deal, plus what they already spent working on it. The amount of money Roberts said they would have made wasn't too high based on what both sides said about how much people usually make in their business.

I agree with the final decision because the contract says Roberts was only there to provide and install cabinets, not to get rid of the old ones. I differ from the main opinion because I stick strictly to what the words say, and since nothing in the contract said Roberts would remove the cabinets, Hooker should have handled that part.

I agree with how things turned out because the contract doesn’t say that Roberts had to remove the old cabinets. I see it differently from the majority by arguing that if Roberts was meant to do more than just build and install the cabinets, the contract would have clearly said so. Since it didn’t, the decision is right.

W] hether or not the contract should be interpreted under the UCC or general contract law should depend upon the nature of the contract and also upon whether the dispute in question primarily concerns the goods furnished or the services rendered under the contract.

A breach is material when there is a failure to perform a substantial part of the contract or one or more of its essential terms or conditions, or if there is such a breach as substantially defeats its purpose, or when the breach of the contract is such that upon a reasonable construction of the contract, it is shown that the parties considered the breach as vital to the existence of …

Under Mississippi law: Contract damages are ordinarily based on the injured party's expectation interest and are intended to give him the benefit of the bargain by awarding him a sum of money that will, to the extent possible, put him in as good a position as he would have been in had the contract been performed.

A subcontractor does not assume the general contractor's specific contractual duties arising from the contract between the general contractor and the public housing authority

—holding that the common law parol evidence rule, not the UCC version, applied to a contract for cabinet installation because the dispute involved the parties' duties under the contract, not the goods

—involving defective performance, it presents serious difficulties in cases where the issue is whether a contract has been formed at all.

—awarding expectation damages for breach of contract for cabinets in public housing project, which included a 26% profit and the salary of managers who worked on the breached contract and were therefore kept from other business

If the claim relates to the services, then Article 2 does not apply and, if the dispute relates to the goods aspect of the transaction, then Article 2 will govern

—the defendant, Hooker, served as the general contractor for the renovation of residences owned by the Bessemer Public Housing Authority ("BPHA") in Bessemer, Alabama.

No. A subcontractor's refusal to perform a duty not explicitly stated in the subcontract is not a material breach justifying unilateral termination, particularly where the duty's incorporation by reference is ambiguous and the cost of performance is minor relative to the total contract value. The court first determined that because the dispute centered on the performance of a service (disposal) rather than the quality of goods (cabinets), the case is governed by general contract law, not the Uniform Commercial Code (UCC). Under general contract law, the subcontract was unambiguous; it specified Roberts's duty to 'tear-out' cabinets but was silent on disposal. The court held that the phrase 'as per plans and specs' was not sufficient to incorporate Hooker's separate, expensive disposal duty from the prime contract into the subcontract, as such an assumption of duty was not clearly intended. Even if Roberts had breached a duty to dispose of the cabinets, such a breach would not be material. Termination is an 'extreme' remedy reserved for breaches that defeat the contract's entire purpose. Here, the cost of disposal was minor compared to the overall contract. Hooker’s proper remedy was to perform the disposal himself and sue Roberts for the costs, not to terminate the entire agreement.

No, Roberts did not assume the duty to dispose of the cabinets because the subcontract agreement did not explicitly include this duty. The reference to 'plans and specs' in the subcontract pertained to the furnishing of cabinets, not their removal. Hooker's unilateral termination of the contract was not justified because Roberts did not materially breach the contract. 

The contract was interpreted under general contract law, not the UCC, because the dispute involved the parties' duties under the contract, not the goods themselves. 

The damages awarded by the jury were largely affirmed, except for a minor remittitur related to storage costs, which did not constitute a real economic loss for Hooker. Roberts was entitled to recover lost profits and expenses incurred in partially performing the contract. The jury's award of a 26% profit margin was not against the overwhelming weight of the evidence, given the conflicting testimony regarding typical profit margins in the industry.

I concur in the result because the contractual language clearly limits Roberts’ duties to furnishing and installing cabinets, and does not extend to their removal. While the majority opinion focused on a broader interpretation by suggesting that industry custom might imply additional responsibilities, I differ from the majority by insisting that the express terms of the contract govern the duty allocation. I believe that any extension of responsibility to include cabinet removal would have required clear, unambiguous language, which is absent here; hence, I join in the judgment in result only.

I concur in the result because the subcontract unambiguously confines Roberts' obligations to the manufacturing and installation of cabinets, leaving no room for an implied duty to dispose of them. My reasoning departs from the majority in that I emphasize the necessity for any additional obligation to be expressly incorporated into the agreement. Because the language of the contract does not provide for cabinet removal, the inference of such a duty is unfounded, and I therefore join in affirming the judgment in result only.

J.O. Hooker & Sons v. Roberts Cabinet Co.

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