Acceptance

Question 1

Who may accept an offer to a single person?

Answer 1

Only the person to whom the offer was made.

Question 2

Who may accept an offer to a class of people?

Answer 2

anyone who is a member of the class to whom the offer was made.

Question 3

Can an offeree’s power of acceptance be assigned?

Answer 3

Generally no.

Question 4

When can offeree’s power of acceptance be assigned?

Answer 4

when the offeree has paid consideration to keep the offer open; i.e. made an option, the right to accept is assignable.

Question 5

An offer of a unilateral contract can only be accepted by . ..

Answer 5

complete performance.

Question 6

What does beginning performance do to a unilateral contract?

Answer 6

it makes it an option contract which must be held open for a reasonable period of time.

Question 7

Must an offeree to a unilateral contract complete their performance once it has begun?

Answer 7

No. It is only accepted when performance is complete.

Question 8

What happens if a person completes performance of a unilateral contract, but never actually knew of the offer?

Answer 8

they are not entitled to the benefits of the contract. They have not accepted the offer, because they did not know of the offer. To accept an offer, one must know of the offer.

Question 9

Must an offeree give the offeror of a unilateral contract notice of their intent to perform?

Answer 9

No, but they must inform the offeror when they have completed performance unless it would be obvious the performance was complete.

Question 10

How can an offer to make a bilateral contract be accepted?

Answer 10

by either a promise to perform or beginning performance

Question 11

Acceptance of an offer to make a bilateral contract must be ____________ to the offeror.

Answer 11

communicated

Question 12

When is silence an acceptance?

Answer 12

only where the offeror knows by prior dealings that it is reasonable to infer that silence is an acceptable form of acceptance.

Question 13

Must performance take any particular form in a bilateral contract?

Answer 13

No. For a bilateral contract, performance is permitted if it is a reasonable means of performance.

Question 14

In a bilateral contract under the UCC, how is performance made?

Answer 14

by 1) actual shipment of goods; or 2) a promise to ship.

Question 15

Under the Mirror Image Rule, acceptance must be what?

Answer 15

absolute and unequivocal.

Question 16

At common law, terms of acceptance which are different from the terms of the offer are . . .

Answer 16

a rejection and a counteroffer.

Question 17

Under the UCC, the shipment of nonconforming goods is both a . . .

Answer 17

acceptance and a breach.

Question 18

How can a seller who ships nonconforming goods under a sale of goods contract avoid breaching the contract?

Answer 18

he can inform the buyer that the nonconforming goods are being sent as an accomodation.

Question 19

Is the buyer required to accept an accommodation?

Answer 19

No, he may reject them.

Question 20

If a seller ships nonconforming goods as an accommodation, and the buyer rejects the accommodation, what can the seller do?

Answer 20

He can reclaim the *accommodation goods.

Question 21

The Mirror Image Rule only applies to what kind of contracts?

Answer 21

non-sales of goods.

Question 22

The Battle of the Forms provision applies to what kind of contracts?

Answer 22

Sales of goods

Question 23

Battle of the Forms

Answer 23

where an acceptance of an offer contains different or additional terms than the original offer, the acceptance is valid unless the acceptance of the offer is made conditional on the offeror’s acceptance of the additional terms.

Question 24

Under the Battle of the Forms, where at least one of the parties to a contract is not a merchant, and the terms of acceptance are different than the terms of the offer, what terms govern?

Answer 24

the terms of the offer govern unless the offeror agrees to the additional terms.

Question 25

Under the Battle of the Forms, where both parties to a contract are merchants, and the terms of acceptance are different than the terms of the offer, what terms govern?

Answer 25

the terms of acceptance, unless they materially change the terms of the offer, make the acceptance of the offer conditional on the acceptance of the additional terms, or where the offeror has already objected to the terms.

Question 26

Where a merchant’s confirmatory memo is sent to a buyer to confirm the sale, and the terms contained in the memo are different from the terms orally agreed to, which terms control?

Answer 26

The terms contained in the confirmatory memo, because confirmatory memos are subject to the Battle of the Forms provisions. The terms in the memo control unless they materially change the terms of the contract, etc.

Question 27

When an acceptance is made expressly conditional to the acceptance of new terms, it is a _______________ of the offer and the extending of a new offer.

Answer 27

rejection

Question 28

An offer that results from a conditional acceptance cannot be accepted by ___________.

Answer 28

performance. There must be a return promise.

Question 29

What happens if there is a conditional acceptance, the new terms are accepted, and the seller ships nonconforming goods?

Answer 29

It is still a contract. If the parties ship or accept goods after a conditional acceptance, a contract is formed by their conduct, and the new terms are not included.

Question 30

What is the result of two parties not coming to a contract, but both parties end up performing the terms of the would-be contract?

Answer 30

There is a contract formed. Bilateral contracts can be formed by pure performance.

Question 31

Under the mailbox rule, an acceptance is effective . . .

Answer 31

at the moment of dispatch, provided that the mail is properly addressed and stamped.

Question 32

In an option contract, when is acceptance effective?

Answer 32

Upon its receipt.

Question 33

Where an offeree sends a rejection and then sends an acceptance, which controls?

Answer 33

whichever gets to the offeror first.

Question 34

If the offeree sends an acceptance and then a rejection, what effect?

Answer 34

the acceptance is effective unless* the rejection arrives first and the offeror detrimentally relies on it.

Question 35

Under the UCC, when is an auction sale complete and all sales are locked in?

Answer 35

upon the fall of the hammer or other symbolic gesture.

Question 36

Auction sales are presumed to be ________________.

Answer 36

with reserve, unless the goods are explicitly put up without reserve.

Question 37

What does “with reserve” mean?

Answer 37

that the auctioneer can withdraw the goods at any time prior to the fall of the hammer; i.e. just because you bid on something and won doesn’t mean you get it until the hammer falls.