| What law governs the transaction? | Is there a deal between the parties? | Is there a deal between the parties? | Is the deal enforceable by courts? | Is the deal enforceable by courts? |
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What is UCC article 2?
The law that governs when the contract is for the sale of goods.
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What are express, implied in fact, implied in law?
The three types of mutual assent.
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What is the mailbox rule?
In Morrison v. Thoelke, the court decided that acceptance by letter is effective when the offeree releases it from their possession. This is...
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What is the legal detriment of both parties?
1. the promisor bargained for an exchange in which 2. the promisee (a) promises to do something (or in fact does something) that, but for the contract, he or she is not obligated to do or (b) promises not to do something (or in fact does not do something) that, but for the contract, he or she is legally entitled to do.
The two components of consideration.
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What are incompetency, infancy, intoxication?
The three types of incapacity.
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What is common law?
The law that governs when the contract is for non-goods.
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What are offer, acceptance, timely acceptance?
The components of mutual assent.
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What is detrimental reliance? (An offer which the offeror should reasonably expect to induce definite and substantial reliance by the offeree, and which does induce such reliance is binding on the offeror and enforceable even without consideration if enforcement is necessary to prevent injustice to the offeree.)
In Drennan v. Star Paving Co., the defendant submitted a bid of $7 to do subcontractor work for the general contractor, the plaintiff. The plaintiff used that amount to calculate his bid, and he received the job. The defendant then said they could only do it for $15k. The court held for the plaintiff based on what principle?
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What is "the courts will not weigh the adequacy of consideration"?
In Batsakis v. Demotsis, the defendant loaned the plaintiff 500,000 drachmas if she would sign a letter agreeing to pay him back the sum of $2,000 in American money. When the plaintiff found out that 500,000 drachmas was only worth $25, she sued but lost. Why?
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What are (1) Love and affection, (2) Performing a service the law believes does not exist, (3) Nominal consideration (except for option contracts), (4) A promise to forbear suit upon an invalid claim, which the promisor neither honestly nor reasonably believes has possible validity?
The four examples of insufficient consideration.
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What is the primary purpose for the transaction? That must be determined, then whatever law governs the primary purpose applies to the contract.
The law that governs when the contract is for a mixed transaction.
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What is the mirror image rule?
The counter-offer must look exactly like the original offer or it will be considered a rejection.
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What are (1) option contracts, (2) offer to enter into a unilateral contract, (3) merchant’s firm offer, and (4) detrimental reliance?
Offers are inherently revocable by the offeror. The four situations when an offer is deemed irrevocable for a period of time are…
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What are...(1) Contracts involving the sale of an interest in land; (2) contracts the performance of which extends beyond one year; (3) contracts in which someone assumes responsibility for someone else's debt; that is, promises to be a surety; (4) promises the consideration for which is getting married; (5) contracts for the sale of goods worth more than $500; (6) Certain promises by executors and administrators?
The six types of contracts that fall under the Statute of Frauds.
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What is duress?
The defense to contract enforcement applies where a party’s assent to the contract was induced by an improper threat that left the party with no reasonable alternative.
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What are "goods merchant," "agency merchant," and "practices merchant?"
Under UCC 2-104(1), a merchant can be defined these three ways.
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No definitive offer to enter into a contract has been made where necessary details to the contract are still being negotiated.
In PFT Roberson, Inc. v. Volvo Trucks North America, Inc., during negotiations, D sent an email to P recapping earlier conversations with P and stating the terms that the parties had agreed upon and those that still needed to be finalized. The parties continued to negotiate. D sent its finalized proposal to P. Court held that wasn’t a valid offer. Why?
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Court acknowledged valid offer and full performance but the offer expired after a reasonable amount of time. Binding obligations like that expire.
In Loring v. City of Boston, the city offered a reward for someone to catch an arsonist that had been setting fires around the city. 4 years later, Loring turned in the arsonist and demanded the reward. Boston said no, and the court held for the city. Why?
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What is consideration?
One of these is NOT an element that must be established by a plaintiff in order to prevail in an action based on the doctrine of promissory estoppel. Consideration, a promise, an action or forbearance, reliance, or a substantial detriment.
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What are Affirmative Fraud, Promissory Fraud, Concealment, and Non-Disclosure?
The four examples of fraud.
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What is common law? (The contract was primarily for service.)
A licensed mechanic at a service station, sells B a new transmission and installs it in B’s car. The total charge is $1,500 ($600 for the new transmission and $900 for installation). The new transmission is defective. This law governs:
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It’s a provision of the Uniform Commercial Code (UCC) governing the exchange of forms between merchants. Under § 2-207, a written confirmation of an offer is acceptance even if the confirmation contains additional or different terms from those upon which the parties agreed, unless acceptance is expressly conditioned on assent to the new terms.
Explain UCC 2-207.
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First, silence will constitute acceptance if the offeree gives the offeror the impression that silence will be considered an acceptance. Second, silence will constitute acceptance where the offeror has told the offeree that silence will constitute acceptance. Third, silence will constitute acceptance where an offeree improperly exercised dominion over goods sent to him for approval or inspection. Fourth, a late acceptance of an offer has the legal weight of a counteroffer.
Silence generally does not constitute acceptance. When does it?
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What are past consideration and promissory estoppel?
In Hayes v. Plantation Steel Co., D paid P $5000 annually “as a token of appreciation for the many years of service” when P chose to retire. The payments stopped eventually and P sued. Court said there was no valid consideration & P was going to retire before D offered the money. This case demonstrates two principles.
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What are Procedural unconscionability (concerns the contract formation process) and Substantive unconscionability (concerns the content of the contract)?
The two types of unconscionability and what they concern...
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