705 F.2d 134 (1983)
Plaintiffs asserted a breach of contract and sought damages, and defendant counterclaimed for damages on rejected goods. Defendant had modified a prior price quote to plaintiffs after market conditions changed. Both parties appealed the judgment from the trial court.
- On review, the court held that there was an enforceable oral contract for the sale of goods.
- The court also held that unforeseen economic exigencies existed which allowed defendant's modification to avoid a loss and found the district court's findings to the contrary were clearly erroneous.
- The court then found that because plaintiffs were required to provide defendant with notice of breach regarding the price increases, they bore the burden of demonstrating that prompt and adequate notice of breach was given and this issue was remanded for further factual determination.
The district court's judgment was affirmed with respect to the oral contract and rejection of defendant's counterclaim as rejection was proper; court vacated judgment regarding breach of contract and remanded for factual findings regarding the timeliness of plaintiffs' notice of breach.
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