Vanguard Energy Services, L.L.C. v. Shihadeh

82 N.E.3d 1284 (2017)

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Nature of the Case

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Facts

Natural gas can be purchased either on the spot market or at a fixed price. On the spot market is where the customer purchases gas at the current market rate. When purchasing gas at a fixed price, the customer agrees to purchase a certain volume of gas, for a certain time period, at a fixed price in order to protect himself from the fluctuating prices found on the spot market. D purchased gas from P both on the spot market and at a fixed price from 2009 through 2013. In February 2014, D agreed to purchase 25% of his anticipated natural gas needs at a fixed price for the 2014-15 and 2015-16 winters. The agreement was confirmed by e-mail without protest. On June 27, 2014, the parties agreed that P would provide D with an additional 50% of his anticipated natural gas needs at a fixed price for the same time period. On February 2, 2015, P received a letter from D terminating P's services, effective April 30, 2015. P warned that, if D insisted on terminating services, P would be forced to 'unwind' D's fixed price positions. D terminated and P claims that it incurred damages as a consequence. P sued D for breach of the June agreement. P did not allege the existence of any written confirmation of the June agreement. D filed a motion to dismiss pursuant to section 2-619(a)(7) in that the oral agreements alleged in both counts were barred by the statute of frauds contained in section 2-201(1) of the UCC. The trial court dismissed P's complaint. P appealed.