## Facts

- Rexite Casting Company agreed in 1947 to supply Midwest Mower Corporation 100,000 cast aluminum side frames at $0.52 each.
- Rexite was to procure permanent molds; Midwest owed no mold cost until it accepted the molds as satisfactory based on sample parts.
- Mold cost (capped at $3,600) was to be amortized over 100,000 parts at up to 3.6¢ per part; the molds were Midwest’s property.
- Midwest could cancel on 30 days’ written notice and then pay any remaining mold balance after crediting amortization payments already made.
- After satisfactory samples, production began in June 1948; about 17,000–20,000 castings were shipped.
- In August 1948, Rexite told Midwest it would not deliver more castings unless Midwest paid a higher unit price due to increased metal costs (“take it or leave it”).
- Rexite sent a letter confirming an adjusted future price of 78¾¢ per casting; Midwest continued ordering and paid the higher price while mold charges continued to be handled as before.
- Midwest later obtained another supplier and stopped ordering from Rexite; Rexite sued for an unpaid mold-cost balance.

## Issues

1. Whether Rexite’s “take it or leave it” demand for a higher price constituted a repudiation or abandonment of the original contract.
2. Whether, after the parties’ course of dealing at the higher price, Rexite could still enforce the original mold-amortization/cancellation provisions to recover an unpaid mold balance when Midwest stopped ordering.

## Decision

- The trial court directed a verdict for Midwest.
- The Missouri Court of Appeals affirmed.
- The court concluded that Rexite’s ultimatum and the parties’ subsequent performance at the adjusted price displaced the original pricing arrangement.
- Because the original bargain had been supplanted, Rexite could not recover the unpaid mold balance under the original mold-amortization and cancellation terms.

## Legal Principles

- A party’s refusal to perform unless the other side accepts a material price increase can be treated as repudiation of the existing contract and an offer of a new agreement.
- Continued ordering and payment under the new price supports a finding of modification or substituted contract based on the parties’ course of performance.
- Where cost-recovery provisions (such as mold amortization) are tied to the original pricing structure, a party that departs from the original bargain may not selectively enforce remaining favorable terms from that displaced agreement.
- A directed verdict is proper when, even viewing the evidence most favorably to the plaintiff, the proof does not support a legally submissible claim under the governing contract relationship.

## Conclusion

The court affirmed judgment for the buyer, holding that the supplier’s insistence on a higher “take it or leave it” price and the parties’ subsequent performance under that adjusted price displaced the original contract’s pricing and related mold-cost structure, preventing the supplier from recovering an alleged unpaid mold balance under the earlier agreement.


Rexite Casting Co. v. Midwest Mower Corp., 267 S.W.2d 327 (Mo. Ct. App. 1954)