Laclede Gas Co. v. Amoco Oil Co.

Facts

Plaintiff and Defendant entered into a written agreement with the purpose of providing central propane gas distribution systems to various residential developments in Jefferson County, Missouri. The agreement stated that if Plaintiff determined such a system was appropriate in any given development, Plaintiff could request Defendant to supply the propane to that specific development. Plaintiff made this request in the form of a supplemental form letter, providing that if Defendant decided to supply the propose, it bound itself to do so by signing the supplemental form. Defendant signed the supplemental form, thereby placing certain duties on Plaintiff and Defendant. There was also a paragraph giving Plaintiff the right to cancel the agreement, which stated:

“This Agreement shall remain in effect for one (1) year following the first delivery of bas by [Defendant] to [Plaintiff] hereunder. Subject to termination as provided in Paragraph 11 hereof (dealing with conversions to natural gas), this Agreement shall automatically continue in effect for additional periods of one (1) year each unless [Plaintiff] shall, not less than 30 days prior to the expiration of the initial one (1) year period or any subsequent one (1) year period, give [Defendant] written notice of termination.”

There was no provision giving the right to cancel the agreement to Defendant. After some issues on the part of Defendant, Defendant sent a letter to Plaintiff that they were “terminating” the agreement claiming they had the right to do so because the agreement lacks mutuality.