Acceptance Flashcards
What is acceptance in contract law?
Acceptance is a voluntary act of the offeree whereby he exercises the power conferred upon him by the offer, creating a contract.
What constitutes acceptance of goods under UCC 2-206?
Acceptance occurs when the buyer signifies that the goods are conforming or accepts non-conforming goods, does not make an effective rejection, or performs any act inconsistent with the seller’s ownership.
What is the Mirror Image Rule?
A principle that treats an offeree’s acceptance as a counteroffer if it does not exactly mirror the terms of the offer.
How do courts view additional terms in an acceptance under the Mirror Image Rule?
Courts may decide that what seems to be an additional term was really an implied term in the offer.
What is the significance of suggestive or precatory language in acceptance?
A mere inquiry or request for a better offer is not considered a counteroffer.
What is required for notification of acceptance to the offeror?
It is essential for the offeree to notify the offeror of acceptance unless the offer states otherwise.
What is the Mailbox Rule?
Acceptance occurs on proper dispatch unless indicated otherwise in the offer.
Does silence constitute acceptance?
Silence does not constitute acceptance, except in certain conditions such as taking the benefit of offered services.
What is the Last-Shot Rule?
The last message sent in a series controls the agreement, and performance constitutes consent to those terms.
What does UCC 2-207 state about acceptance?
A definite expression of acceptance operates as acceptance even if it states different or additional terms, unless conditional on assent to those terms.
What are the exceptions to additional terms under UCC 2-207?
Additional terms are part of the contract unless the offer limits acceptance to its terms, materially alters it, or objection is made.
What is required for a definite acceptance under UCC 2-207?
It cannot be a definite acceptance if it’s a counteroffer, contains too many differing terms, or is conditional on assent to new terms.
What is the process of analysis for written confirmations?
An oral contract is formed, followed by written confirmations which may contain different terms treated as proposals.
What does UCC 2-207(3) state about contract formation by conduct?
If conduct establishes a contract and writings do not, the agreed terms control, replacing all others with Article 2 gap fillers.
What are the three main treatments for handling different terms?
- Knock Out Rule: Non-matching terms drop out, replaced by gap fillers. 2. Leading Minority View: Offeror’s terms control. 3. California View: Different terms treated as additional unless materially altering.
