Page 7 Flashcards Preview

Contracts FYLSE > Page 7 > Flashcards

Flashcards in Page 7 Deck (42):

An offer can only be excepted by who?

The identified offeree, or anyone in the general public with knowledge of the offer if it is a public offer


When is an Acceptance effective?

On dispatch


What are The three major issues in figuring out whether an offer has been accepted?

- The kind of acceptance
- whether silence can be acceptance
- if the acceptance deviates from the terms of the offer


Can an acceptance be ambiguous?

No, it must be unequivocal


What is ucc acceptance?

Acceptance can be by any medium reasonable under the circumstances


Is the UCC version of acceptance more or less flexible than common-law?

Much more flexible, they wanted to make it as easy as possible


What are All the different ways you can accept an offer under the UCC?

Promise, performance, conduct, language, basically anything works


Can an acceptance state terms additional to or different from those agreed on under UCC?

Yes, unless acceptance is expressly made conditional on assent to those different or additional terms


Can UCC acceptance diverge significantly on dickered term?



How are counter offers limited under the UCC?

They are limited to situations where the words of acceptance are expressly conditioned on a new or different time


Example of a counter offer under the UCC?

I will buy it, but only if you deliver it on Saturday


What are things that indicate a counter offer under the UCC?

Words like "but only if" or "on condition that" or "provided that"


If You say "I will buy it, please deliver on Saturday", is that a condition?

No, but it is a new or different term


Does the UCC like counter offers?

No, new or different terms aren't usually treated as counter offers, instead the code looks for the language where the parties agreed and that will be the contract


How would the code treat the following statement? "I will buy it, please deliver on Saturday"

A contactedThe contract to buy the property, and delivery on Saturday is a new or different term that is treated differently depending on whether a merchant or non-merchant is involved


What are the differences between how to deal with a new or different terms in an acceptance depending on whether you're a merchant or nonmerchant?

- non-merchant party rule: if either/both parties are not merchants, the new/different term is a proposal for addition to the contract and can be separately accepted/rejected and there will still be a contract
- Merchants: new/different term automatically become part of the contract unless the offer was limited to only its terms, the offeror expressly rejects the new term, or the new term materially alters the contract


If someone says "I will buy it for $10,000, please deliver it on Saturday" and The nonmerchant party rule applies, what happens?

The new or different term of "please deliver on Saturday" is a proposal to the contract that the person can either agree or disagree to


What are the two different ways that you can accept under the UCC?

By agreeing or by just performing


If you Order turkeys from a farmer, he can accept by doing what?

Shipping the probably turkeys, or by shipping the improper turkeys, because a contract is formed and immediately breaches when the wrong ones get sent


What is the nonconforming goods exception under the UCC?

Seller ships nonconforming goods as an accommodation to the buyer, that is not an acceptance, but a counter offer, and doesn't for my contract unless the person takes the item (Then a contract has been formed for the other item)


Under common law what must you pay attention to determine if an offer has been accepted?

Whether it is bilateral or unilateral


Acceptance terminates the power of what?

Revocation as long as it was timely, in the proper form, and didn't deviate from the offer


What Is a warranty?

Offer in the box by the manufacturer that the purchaser can accept during the warranty period By bringing in action for breach


What is an express contract?

Mutual assent is explicitly manifested in oral or written words of agreement


Two types of implied contracts?

- Implied in fact
- implied in law


The elements of acceptance?

- Commitment
- communicated the right way using the correct method
- effective on dispatch


If an offer says how acceptance must be communicated, how must it be communicated?

That way, if it is sent by any other way, is effective when received instead of when sent


If an offer is silent about the method of acceptance, how can you accept?

The same way the offer came, or any reasonable way that is as fast as legally dependable as the original offer


You get an offer in the mail, can you respond by a phone call?

No, because even though it is faster, it is not as legally dependable


How can you accept a unilateral offer?

Performance of an act


If an offer is unilateral, the offeree must do what before performance in order to constitute acceptance?

Learn of the offer


If an offeree begins performance of a unilateral offer, that obliges the offeror to do what?

To hold the offer open, but doesn't oblige the offeree to complete, because he hasn't promised to do anything


What Is the exception to accepting a unilateral offer?

If the offeree has begun to perform, and he should know that his beginning is likely to become known to the offeror, and the offeror is likely to treat that as an implied promise to complete performance (especially true when failing to perform will make the offeror worse off than had he not begun)


If Performance means transporting goods, and the offeror begins to transport, there's an implied promise that what will happen?

He will not abandon the goods halfway


If an offeror relies on an implied promise, that might make the promise what?

Enforceable under the reliance principal


If a dad asks his daughter to come and take care of him for the rest of his life, that is an offer for what kind of contract?

Unilateral contract, because you're bargaining for the daughter's care, not promise


The traditional view is that an offeree doesn't have to give notice of intent to perform if what?

The offeror is in a position to learn of performance with reasonable promptness and certitude. If that doesn't happen, then he does have to give notice


Once an offeree begins performance of a unilateral offer, is not required to notify the offeror after completion unless what?

Notice was expressly requested or the offeror wouldn't discover within a reasonable time that performance had happened


Under the code, if you don't notify the offeror that you have completed performance of a unilateral offer within a reasonable time, that allows the offeror to do what?

Treat the offer as having lapsed before acceptance


Once Performance has begun, an offer can't be revoked for what period of time? And why?

For a reasonable period to Give the offeree the opportunity to complete performance


General rule about a unilateral contract being formed is what?

It is formed when the offeree begins/completes performance, even if the offeror doesn't immediately know that performance has started/been completed


What is acceptance?

Voluntary act of the offeree where he expresses assent to the terms of the offer in the manner invited or permitted by the offer that forms a binding contract