Tests

Question 1

Statute of Frauds (Common Law - 26.01)

Answer 1

Promise/Agreement must be:

1) In Writing, AND
2) Signed by the party to be charged with the promise.

Applies to:

• K for sale of Real Estate
• A lease of Real Estate longer than 1 year
• Agreement which is not to be performed within one year from the date of making the agreement.

Question 2

Common Law Exceptions to SOF

Answer 2

1. Specially Manufactured Goods

2. Part Performance

Question 3

Statute of Frauds (2-201)

Answer 3

K for sale of goods, $500 or more need:

1. Something in writing
2. signed by party against whom enforcement is sought.

Question 4

Exceptions to UCC SOF

Answer 4

1) Specially Manufactured Goods
2) Part Performance (limited to part performed)
3) Judicial Admissions
4) Merchant Exception (writing, reflects terms, party has 10 days to object)

Question 5

Promissory Estoppel

Answer 5

1) Promise
2) Reasonably Expected to Induce Action
3) Reasonable Reliance on Promise.
1. Promise w/in zone of expectation.
2. Strength of commitment.
4) Avoid Injustice
5) Adjust Remedy

Question 6

Reliance COA

Answer 6

1) Promissory Representation
2) Expected to Induce Action
3) Repeated Representations
4) Actual Reliance (adverse change in position).
5) Reasonable Reliance
6) Avoid Injustice

Question 7

Implied Duty of Good Faith

Answer 7

In every K there is an implied duty of good faith. You can’t do anything that will effectively deny the other party of a benefit they expected to receiver under the K.

Question 8

Merchantibility 2-314

Answer 8

A good will do what most of us expect these types of products to do.

Question 9

Fitness 4 Particular Purpose 2-315

Answer 9

1) Seller - Knows/has reason to know why you’re buying the product.
2) Seller - knows/has reason to know you are relying on their expertise.
3) Buyer act in reliance.

Question 10

Express Warranty 2-313

Answer 10

(3 ways to establish)

A) Affirmation/Promise

  1) Affirmation of Fact. Fact if:
          i. Verifiable
         ii. Specific/General
        iii. Written/Oral
        iv. Hidden/Obvious Aspect
         v. About Consequences 
 2) That relates to the goods. 
 3) Affirmation = basis of bargain (reliance)

B) Description

C) Sample/Model

Question 11

Anticipatory Repudiation (Common Law)

Answer 11

need DEFINITE & UNEQUIVOCAL assertion of intent not to perform.

Question 12

Anticipatory Repudiation 2-610

Answer 12

1) Definite & Unequivocal assertion of intent not to perform.
2) Not Performing Substantially Impaired Value of K

3) Options: Either way you can suspend Performance.
a. Wait
b. Remedies

Question 13

Right to Assurances 2-609

Answer 13

1) Reasonable grounds for insecurity.
2) Written demand for assurances of performance
3) Suspend Performance.
4) Answer w/in reasonable time or 30 days
5) Improper answer/no answer = AR by law

Question 14

Retract Repudiation 2-611

Answer 14

You can retract AR if time for performance hasn’t expired and if other party hasn’t substantially changed their position.

Question 15

Substantial Performance

Answer 15

Qualify if:

1) Didn’t Frustrate Purpose of K
i. Purpose of K?
ii. Was it frustrated?
2) Excuse - Fault Minor
3) Cruel Enforcement.

Question 16

Material Breach

Answer 16

1) Extent NBP Denied Benefit
2) Extent $ Can Compensate
3) Forfeiture
4) Cure
5) Good Faith - Culpability Minor

Question 17

Acceptance 2-606

Answer 17

3 ways to accept:

1) Affirmatively Accept
2) Wait too long
3) Act inconsistent w/ nonacceptance (use)

Question 18

Cure 2-508

Answer 18

1) Absolute (before time for performance has expired)

2) Conditional (after time expired, but seller can prove reason to believe buyer would take products anyways)

Question 19

Revocation of Acceptance 2-608

Answer 19

Buyer must show:

1) Noncomformity (w/specific K provision)
2) Substantially Impairs Value to THIS buyer
3) Excuse
A) Knew About Noncomformity - seller said they would fix it.
B) Did Not Know, But:
i. Difficult to discover
ii. Seller’s Assurances

Question 20

Misrepresentation

Answer 20

1 OR 2…

1) FRAUD Misrepresentation
a) Knows it’s not true
b) No confidence that it’s true
c) Implies basis for belief that’s not there

2) MATERIAL Misrepresentation
a) Likely to induce rzbl person.
b) Reason 2 know likely to induce this person

3) Statement Actually Induces Party
4) Party justifiable relied on misrepresentation

Question 21

Duress

Answer 21

1) Threat = Wrongful
A) Withholding Performance-oblig. under k
B) That you have no right to withhold

2) Free Will
A) consequences are dire

3) Can’t reasonably get it elsewhere
4) Legal Remedy = Inadequate
5) Communicate Duress to other party

Question 22

Unconscionability

Answer 22

1) imposes 
    A) Hidden Terms
    B) Sophistication of Parties 
2) W/out Rzbl Commercial Justification 
    A) Explanation. 
3) One-sided 
    A) Takes away one party's rights.
    B)  Disproportionate Penalties