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FPL’s purchase order. The purchase order lists the documents
that make up the contract and states a total contract price of
$11,477,432.
To support the existence of a binding contract, petitioner
relies heavily upon the testimony of its employee, Mr. Garcia.
For example, petitioner argues in its brief that “Mr. Garcia
testified that the [A.B.] Chance Contract was finalized in
October 1985, and that it was in fact one contract from that
point in time forward.” However, Mr. Garcia testified as a fact
witness, not a legal expert.
Indeed, the A.B. Chance contract in evidence obligated FPL
to expend more than $11 million for phase I, committing it to
purchase a finite amount of equipment. The contract had no term
but did contain a price guarantee, which controlled and limited
the price A.B. Chance could charge FPL for purchases of the LMS
equipment after phase I. The price guarantee clause obligated
A.B. Chance to charge FPL the then-lowest price that it charged
to its other customers for the LMS. However, the A.B. Chance
contract contained no obligation that FPL must purchase any other
equipment from A.B. Chance. In fact, a contrary intention is
indicated in the contract: “It is FPL’s intent to competitively
bid its requirements for Phases II and III.”
We do not agree with petitioner’s argument that the A.B.
Chance contract was a binding contract for purchases after phase
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