Legal Question in Business Law in California

Re: business contracts

Your question cannot be answered with certainty without more facts, such as whether the wrong birth date was entered mistakenly or with fraudulent intent, whether the effect of a wrong date is material or of only minor importance, whether the buyer or the seller made the mistake, whether the party not making the mistake had reason to know or suspect the mistake, and so on.

Further, "null and void" probably goes too far. Even if the wrong date were inserted fraudulently, the contract is probably still valid and can be enforced AGAINST the party committing the fraud. Therefore, the proper term would be "voidable," meaning that the victim of the fraud can elect to treat the contract as valid.

Assuming the incorrect date is a mistake and not an attempt to defraud, I'd say the contract is valid and can be enforced unless a party acts to rescind the contract. California has a set of related statutes covering the rescission process. If the contract can be rescinded because of this mistake, the buyer must return the puppy and the seller must refund any money paid.

Finally, there is also a principle in the laws governing sales (in the commercial code) called the "perfect tender rule," allowing a buyer to reject goods that do not conform completely to the sample, catalog or purchase-order specification. Without more facts, I can't say whether this would apply here or not; among other things, non-conforming goods must be rejected promptly upon delivery and inspection, or the right to reject them may be lost.

In sum, however, "null and void" is much too strong a description. More likely, the contract can be voided by the injured party through rescission, or perhaps the injured party may be entitled to money damages if the puppy delivered is worth less than the puppy expected.