K

Question 1

What is a K

Answer 1

legally enforceable promise

Question 2

K elements

Answer 2

Offer, acceptance, consideration, (MA)

Question 3

Unilateral K

Answer 3

requires full performance as only acceptable method of acceptance

Rewards
Prizes
When the offer expressly requires performance as the only means of acceptance

Question 4

Bilateral contract

Answer 4

promise to perform or beginning performance are only means of acceptance

*majority

Question 5

Express K

Answer 5

2 parties agreeing to do something orally or in writing

Question 6

Implied In Fact K

Answer 6

results from conduct

*nail salon

Question 7

Implied-in-law K

Answer 7

not a real K and parties don’t intend to undertake duties in question- principles of equity

Elements BRU
P has conferred a benefit on D
P reasonably expected to be paid and ‘
D would be unjustly enriched if P not compensated

Damages: P recovered reasonable value of services rendered or extent to which property valued

Question 8

Article 2 of UCC

Answer 8

transactions in goods; sale

goods- tangible objects that are moveable at the time of identification to the contract for sale (NOT real estate)

Question 9

Hybrid K

Answer 9

mix of goods and services

to determine if CL or UCC applies use predominant purpose test

Factors: time/money spent on goods, services, language of K

Question 10

Offer

Answer 10

manifestation of intent to enter into a K

reasonable person in position of offeree believe offer made and assent would create K

Question 11

When is offer created

Answer 11

intent, essential terms and communication

Question 12

manifestation of intent

Answer 12

to enter into a K with the understanding that an acceptance would create a K

Question 13

Essential terms to a K 4 valid offer

Answer 13

Identification of the offeree
price to be paid but only for RE if under UCC they will fill in missing price term w/ reasonable price but not vague term
Quantity and subject matter- necessary for UCC

Question 14

Ads

Answer 14

not an offer

only invitation to make an offer b/c no identification unless it says first come first serve

Question 15

Communication

Answer 15

offer must be communicated to the offeree to be accepted

Question 16

Output Contracts

Answer 16

do not need a set quantity; seller and buyer can agree that buyer will buy everything the seller makes (output contract) or everything buyer requires

Amount must be in good faith and not unreasonably disproportionate to stated estimate or a comparable prior output or requirement

Question 17

Without Reserve Bid

Answer 17

auctioneer must sell to highest bidder

Question 18

With reserve Bid

Answer 18

auctioneer doesn’t have to sell it to the highest bidder can reserve right to not sell

Question 19

Termination of offer

Answer 19

can’t be accepted if terminated

terminate through DLRR
death, lapse, revocation, rejection

Question 20

Lapse of Time

Answer 20

reasonable time

if in person @ end of conversation

Question 21

Rejection

Answer 21

offer can’t be accepted after rejected

if reject terms its a counteroffer

Question 22

Acceptance that is actually rejection

Answer 22

CL- additional terms

UCC- conditioned acceptance on new term

Exception to adding- Option K unless there is a reliance on the objection

Question 23

Revocation

Answer 23

offer can generally be revoked before acceptance unless exception FOUR

1. Firm Offer
2. Option K
3. Beginning Performance on Unilateral K
4. Reasonably foreseeable substantial reliance on offer

Question 24

Firm Offer

Answer 24

MASS

offer is made by merchant
gives assurances that offer will be held open
contract for sale of goods (UCC)
signed writing
held open for stated time or reasonable time implied and can’t be over 3 months

Question 25

Option K

Answer 25

offeror has promised to keep offer open and promise is supported by consideration

Question 26

Beginning performance on unilateral K (option K)

Answer 26

offer may not be revoked if the offeree had begun performance on unilateral K must allow time to complete once performance is started

Question 27

Reasonably Forseeable Substantial Reliance on offer

Answer 27

offer may not be revoked if there has been reasonably foreseeable detrimental reliance on the offer by offeree *bids in construction*

Question 28

Did the offeror revoke offer

Answer 28

offeror needs to act inconsistent with intent to make the offer and offeree receieve true & reliable information to this effect

Question 29

Methods of revocation

Answer 29

simply tell offer revoked offeree hears true reliable information or sees offeror doing something that would be inconsistent with his offer changing mind

Question 30

Mailbox Rule

Answer 30

Acceptance is effective when sent Rejection is effective when received but message doesn't need to be read Rejection then acceptance sent whichever received first Acceptance then rejection acceptance controls unless relied on rejection

Question 31

Revoking offer made to public

Answer 31

must revoke in same manner made publish revoke by publish

Question 32

Death/incpacity

Answer 32

offeree power to accept to offer is terminated when the offeror dies or becomers insane even if they don't know. unless option K or beginning performance on unilateral

Question 33

Acceptance

Answer 33

manifestation of assent to offer | objective assent viewpoint reasonable

Question 34

Acceptance of option K

Answer 34

must be received

Question 35

How offer can be accepted

Answer 35

offeror can mandate method of acceptance "offeror master of offer"

Question 36

Accepting unilateral K

Answer 36

full performance

Question 37

Accepting bilateral K

Answer 37

accepted by promise or beginning performance

Question 38

Silence as acceptance

Answer 38

silence can't be a form of acceptance, but allowed if reasonable when looking prior dealings

Question 39

UCC acceptance

Answer 39

ship goods | promise to ship

Question 40

Seller doesn't make promise but ships nonconforming goods

Answer 40

breach + acceptance

Question 41

Seller notifies buyer of nonconforming goods

Answer 41

Sent as accommodation, before accepting is counter Buyer doesn't need to keep and can sue for breach

Question 42

CL Mirror Image rule

Answer 42

acceptance must be mirror image of offer or its rejection additional terms are counter offer and rejection of OG offer

Question 43

Last shot rule

Answer 43

last document sent controls when parties acting like they are under a K when K invlaid

Question 44

UCC Battles of the Forms 2-207

Answer 44

Additional terms become part of K if both parties are merchants unless 1. acceptance expressly limits acceptance to term 2. additional term materially alters K 3. offeror has already objected or objects within reasonable time after receiving terms *otherwise additional terms are mere proposals which have been accepted by other party

Question 45

Acceptance w/ different terms

Answer 45

1. knock out doctrine- courts knock out any different terms and then use default terms bu using UCC gap fillers 2. minority rule treat different terms the same as additional terms

Question 46

consideration

Answer 46

present when there there is legal detriment or bargained for exchange of value

Question 47

Legal Detriment

Answer 47

promisee must suffer legal detriment which is refraining from something doing something they are legally allowed to do or not allowed to do

Question 48

Bargained for legal exchange

Answer 48

promise or performance provided from each side in exchange for promise or performance