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1l semester 1 > Contract Law Midterm > Flashcards

Contract Law Midterm Flashcards

1
Q

Applicable Law

A

Common Law is the transaction of services, real property, and employment. Uniform Commercial Code is the transaction of goods. Goods is defined as an object that is tangible, movable, and identifiable.

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2
Q
  1. deals in good
  2. occupation in goods
  3. hires an agent or broker that has knowledge in goods
A

Merchant under the UCC

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3
Q

When there is both goods and real property/services. _________ determines if UCC or Common Law apply.

A

Predominant Purpose Test

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4
Q

In order for a promise to be enforceable in court, the party must manifest an intent to be legally bound to their promises.

A

Intent to be legally bound

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5
Q

Any missing term or terms that promise to agree at a later date is not an enforceable promise.

A

Under intent to be legally bound:
Promise to Agree at a Later Date:
Traditional Common Law

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6
Q

Agreement with missing terms may be enforced if the missing terms can be implied with reasonable certainty.

A

Under the Intent to be Legally Bound:
Missing Term:
Modern Common Law

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7
Q

there is no problem implying missing terms.

A

Under intent to be Legally Bound
Missing Term:
UCC

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8
Q

the intent is determined by looking to the external or objective appearance of the parties’ intentions as manifested by their actions.
What would a reasonable person understand the parties’ manifestations to mean?

A

The objective theory of Contracts

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9
Q

the manifestation of willingness to enter into a bargain.

what elements need to be shown?

A

Offer

  1. Commitment Language
    a. I will
    b. I offer
  2. Contains definite and Certain terms
    a. Q-quantity
    b. T- time of performance
    c. I-identity of Parties
    d. P- price
    e. S- Subject matter
  3. Communicated to an identified offeree.
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10
Q

They are not considered an offer, unless they invite acceptance without further negotiations.

A

Advertisements

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11
Q

Acceptance must be within the time given in the offer. If the offer does not state a time then acceptance must be communicated at a reasonable time

A

Has an offer died?

Lapse

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12
Q

What is a reasonable time to accept an offer?

A
  1. In person: when the conversation ends and the parties walk away.
  2. On the phone: when the call is over
  3. Email: at midnight.
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13
Q

When the offeror receives from the offeree a refusal of the terms of the offer.

A

Has an offer died before Acceptance?

Rejection

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14
Q

An offeree’s power of acceptance is terminated when the offeree receives notice that the offeror wants to decline their offer.

A

Has an offer died before Acceptance?

Revocation

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15
Q

the offeree hears from a third person that the offeror changed his mind and does not want to do the offer

A

Has an offer died before Acceptance?

Indirect Revocation

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16
Q

reject the original offer and make the offeree now the offeror with new terms.

A

Has an offer died before Acceptance?

Counteroffer

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17
Q

when someone dies it revokes an offer.
Does the fact of death have to be communicated to the offeree to make it an effective termination of the offer?
What is the only thing that can cancel this term?

A

Has an offer died before Acceptance?
Death or Incapacity
No
Option Contract

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18
Q

separate contract with only one purpose: to make an offer irrevocable. Death of the optioner will not revoke the offer.
When the offeree gives the offeror something (usually money) to keep the offer open.

A

Has the offer been kept alive?

Option contract

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19
Q

An offer by a subcontractor that was used by a general contractor to compute bids submitted for a construction job may not be revoked.

A

Has the offer been kept alive?

Reliance in Construction Contract

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20
Q
  1. if a merchant makes a
  2. written offer
  3. giving assurance that the offer will be held open and irrevocable
  4. and is signed
  5. makes the offer irrevocable for a reasonable time not to exceed three months.
A

Has the offer been kept alive?

Firm offer only under the UCC

21
Q

Unless the offeror manifests a contrary intention, an offeree who learns of an offer after he has rendered _______ requested by the offer may accept by completing the requested performance.

A

Has the offer been kept alive?

Part performance

22
Q

Performance or assent must be done with knowledge of the offer.

Ex?

A

Has the offer been accepted?
Acceptance with notice of offer

ex: If there is a reward on a missing dog and you return the dog without knowledge of the rewards then they do not have to give you the reward.

23
Q

in order to be effective, the acceptance must be a willful act by the offeree

A

Has the offer been accepted?

Volitional Acceptance

24
Q

Acceptance must be in the manner invited by the offer

Ex?

A

Has the offer been accepted?
Manner of Acceptance
ex: if the offeror sends the offer through letter than it must be accepted through letter

25
Q

Both parties are giving up something and receiving something in return

A

Bilateral Contract

26
Q

Only one person promises to give the other person something and they accept it through performance.

Does the offeree have to tell the offeror that they completed the performance?

A

Unilateral Contract

Only if the offeror isn’t present to see the performance being done.

27
Q

Acceptance must be exactly as stated in the offer.

A

Has the offer been accepted?

Traditional Manner of Acceptance AKA Mirror Image Rule

28
Q

If unstated, an offer invited acceptance in any manner and by any medium reasonable in the circumstances.

A

Has the offer been accepted?

Modern Manner of Acceptance

29
Q

A shipment of non-conforming goods does not constitute an acceptance if the seller seasonably notifies the buyer that the shipment is offered only as an accommodation to the buyer

A

Has the offer been accepted?

Acceptance of Non-Conforming Goods under the UCC

30
Q

Acceptance must be communicated to offeror

A

Has the offer been accepted?

Requirement of Notice of Acceptance

31
Q

when in previous dealings it is reasonable that the offeree should notify the offeror if the offeree does not intend to accept.

A

Acceptance by Silence

32
Q

You are free to take your item back as long as the auctioneer hasn’t dropped the hammer.

A

Has the offer been accepted in an auction transaction?

Auction Contract with Reserve

33
Q

only the highest bid can take this item when the auctioneer begins

A

Has the offer been accepted in an auction transaction?

Auction Contract without Reserve

34
Q

A sale by auction is complete when the auctioneer announces by the fall of the hammer or in other customary manner
Where a bid made while the hammer is falling in acceptance of a prior bid the auctioneer may in his discretion reopen the bidding or declare the goods sold under the bid on which the hammer was falling.

A

Has the offer been accepted in an auction transaction?

Acceptance of Auction Contract

35
Q
  1. a definite and seasonable expression of acceptance or a written confirmation which is sent with a reasonable time operates as an acceptance even though it states terms additional to or different from those offered or agreed upon.
  2. Additional terms are only proposals unless there are 2 merchants then merchants are bound unless?
  3. conduct by both parties which recognize the existence of a contract is sufficient to establish a contract for a sale although the writings of the parties do not otherwise establish a contract.
A

Has the offer been accepted even though the acceptance includes additional terms?
Battle of the Forms

  1. a. statute of limitation: limiting amount to sue someone
    b. Arbitration: you can’t take them to court only arbitrary
    c. limit on remedies: your recovery is limited
36
Q

What happens with the printed forms in your package? Do they become part of the agreement?

A

Last Shot

37
Q
  1. All the writing on preprinted forms

2. the terms that are always there when you get your package

A

Boilerplate

38
Q

When you change the terms on the boilerplate

ex: change the price, bargained over, terms handwritten on the form
- cost
- services
- the parties

A

Dickered Terms

39
Q

The agreement must be

  1. bargained-for-exchange of
  2. legal value
A

Consideration

40
Q

Quid pro quo: my promise is motivated by your return promise

A

Bargain-for-exchange in Consideration

41
Q

is there a benefit to the promisor or detriment to the promisee

A

Legal Value in Consideration

42
Q

Courts will not weigh consideration

Exception:
Consideration is not sufficient if it is the transfer of money or fungible goods as consideration for a promise to transfer at the same time and place a larger amount of money or goods of the same quality.

A

Sufficiency of Consideration

Exception: Like-for-like exchange of fungible goods

43
Q

an employer can fire you at any time for any reason.

Exception:

  1. race, religion, skin color
  2. discharge of violation of company handbooks constituting a unilateral contract.
  3. Discharges in violation of covenant of good-faith and fair dealing.
A

Is there an offer for “permanent employment”

Presumption of At-Will Employment

44
Q

If you are required to already do something and someone offers you something to do that thing than they do not have to give you what they offered because you are already suppose to be doing it.

A

Pre-Existing Duty

45
Q

A contract that gives no certainty of getting to fulfil the performance and once the performance is fulfilled then it is a unilateral contract.

A

Illusory Promise

46
Q

agreements for the seller to sell as much of an item as the buyer requires

A

Requirement contract

47
Q

the buyer agrees to purchase all of a suppliers output

A

Output Contracts

48
Q

new contracts that require new considerations

A

Traditional Common Law Modifications

49
Q
  1. the parties voluntarily agree
  2. if the promise modifying the original contract was made before the contract was fully performed by either side,
  3. the underlying circumstances which prompted the modification were unanticipated by the parties
  4. it is fair and equitable.
A

Modern Common Law Modifications

1l semester 1 (7 decks)

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