Contract Formation Flashcards
(17 cards)
Mixed Contract
The type of contract that involves both goods and services.
Predominant purpose
The test typically used to determine whether the UCC or common law should be applied to a mixed contract.
Mutual Assent
A basic element of contract formation, which is determined by whether a reasonable person would interpret the parties’ words and conduct as reflecting a sincere intent to enter into agreement.
Offer
A manifestation of willingness to enter into a bargain, expressed in a way that would lead another party to understand that its assent is invited.
Revoke
To manifest the intent to take back an offer before it has been accepted.
Lapsed offer
An offer that is not accepted within the period of time stated by the offeror.
Mirror-image rule
A historical rule, not followed by the UCC and modern common law, under which an acceptance that does not exactly match the terms of an offer is instead considered a counteroffer.
Mailbox Rule
The rule in which (when it applies) an acceptance is deemed legally operative as soon as it leaves the offeree’s possession, provided that it is made in a manner and medium invited by the offeror.
Certainty
A basic element of contract formation in which the terms of a contract must be reasonably definite.
Output contract
A type of contract under the UCC in which a seller promises to sell all of a particular good it can produce to the buyer, and the buyer promises to buy the entire amount/quantity produced by the seller.
Requirements Contract
The type of contract under the UCC in which a seller promises to sell the buyer the amount/quantity of a particular good that the buyer needs, and the buyer promises to purchase all the goods it needs (of that particular type) from the seller.
Consideration
A bargained-for exchange, in which each party’s promise or performance induces the other party to promise or perform.
Illusory Promise
A promise not supported by consideration, where the promisor retains the choice to decide whether to perform.
Moral Consideration
A benefit given in recognition of past service that were provided gratuitously.
Firm Offer
An offer made by a merchant in a signed writing in which the merchant includes assurances that the offer will be held open for a period of time.
Promissory Estoppel
The doctrine under which damages can be recovered in the absence of an enforceable contract where a person reasonably relied on another’s promise to that person’s detriment.
Unjust enrichment
Also known as quasi contract, the doctrine under which a person can recover the value of a benefit that person conferred in the absence of an enforceable contract.
