Contract formation Flashcards

Question

Definite and certain terms of the offer

Answer 1

An offer must be definite and certain in its terms Basic inquiry is whether enough of the essential terms have been provided so that a contract including them is capable of being enforced - identification of the offeree - definiteness of subject matter

Answer 2

To be considered an offer, a statement must sufficiently identify the offeree or a class to which they belong to justify the inference that the offeror intended to create a power of acceptance

Answer 3

The subject matter of the deal must be certain because a court can enforce a promise only if it can tell with reasonable accuracy what the promise is - Requirements for specific types of contracts - missing terms - vague - terms to be agreed on later

Answer 4

An offer involving realty must identify the land and the price terms The land must be identified with some particularity, but a deed description isn't required Most courts will not supply a missing price term for realty

Answer 5

In a contract for the sale of goods, the quantity being offered must be certain or capable of being made certain

Answer 6

Although sale of goods, still valid even if the quantity term is not known at the outset The parties are assumed to act in good faith, so can't be a tender or a demand for a quantity unreasonably disproportionate to - any state estimate, or - in the absence of a stated estimate, any normal or otherwise comparable prior output or requirements

Answer 7

Buyer promises to buy from a certain seller all of the goods the buyer requires and the seller agrees to sell that amount to the buyer

Answer 8

A seller promises to sell to a certain buyer all of the goods that the seller produces, and the buyer agrees to buy that amount from the seller

Answer 9

In contracts for employment, if the duration of the employment is not specified, the offer, if accepted, is construed as creating a contract terminable at the will of either party For other services, the nature of the work to be performed must be included in the offer

Answer 10

The fact that one or more terms are left open does not prevent the formation of a contract if it appears that the parties intended to make a contract and there is a reasonably certain basis for giving a remedy If so, majority of jurisdictions and Article 2 hold that the court can supply reasonable terms for those that are missing Price Time

Answer 11

Except in contracts for real property, the failure to state the price does not prevent the formation of a contract if the parties intended to form a contract without the price being settled If contract for the sale of goods is missing a price term, Article 2 provides that the price will be a reasonable price at the time of delivery

Answer 12

If an agreement does not specify the time in which an act is to be performed, the law implies that it is to be performed within a reasonable time

Answer 13

The presumption that the parties' intent was to include a reasonable term goes to supplying missing terms The presumption cannot be made if the parties have included a term that makes the contract too vague to be enforced Uncertainty can be cured by part performance that clarifies the vague term or by acceptance of full performance If a material term is vague or ambiguous, it is not an offer at common law or under the UCC - appropriate, fair, and reasonable signal a possible vagueness problem

Answer 14

Often, an offer will state that some term is to be agreed on at a future date If the term is a material term, the offer is too uncertain

Answer 15

To have the power to accept, the offeree must have knowledge of the offer Therefore, the proposal must be communicated to them

Answer 16

An offer to form a series of contracts Watch for facts in which a seller offers to sell to a buyer certain goods for a stated price over a specified time period Can accept it multiple times until reach max

Answer 17

An offer cannot be accepted after it has been terminated An offer may be terminated by an act of either party or by operation of law

Answer 18

The offeree must accept the offer within the time specified or, if no time period is specified, within a reasonable time Failing to accept within a reasonable time means the offer is terminated and can no longer be accepted

Answer 19

A reasonable amount of time is a question of fact that depends on all of the circumstances at the time the offer and attempted acceptance are made - nature of the contract - the parties' purposes, or - their course of dealing General rule of thumb is if one month passed, raise issue

Answer 20

Express rejection- statement by the offeree that they do not intend to accept the offer and thus, the offer is terminated Counteroffer can also be a rejection

Answer 21

Offer made by the offeree to the offeror that contains the same subject matter as the original offer, but differs in its term Both a rejection and a new offer, so terminates the original offer and becomes the new offer, reversing roles of parties Distinguish between mere bargaining

Answer 22

Distinguish between a counteroffer, which is a rejection, and a mere inquiry into bargaining An inquiry will not terminate the offer when it is consistent with the idea that the offeree is still keeping the original proposal under consideration Test is whether a reasonable person would believe that the original offer had been rejected

Answer 23

When an acceptance is made expressly conditional on the acceptance of new terms, it is a rejection of the offer Conditional acceptance is essentially a new offer Offer that results from a conditional acceptance cannot be accepted by performance

Answer 24

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 Conditional acceptance turns into new offer, accepted cannot be by performance so if it is, conduct is what created it so no new terms Rejection plus new offer that cannot be accepted by performance under common law and UCC

Answer 25

A rejection is effective when it is received by the offeror

Answer 26

Because an option is a contract to keep an offer open, a rejection of or a counteroffer to an option does not constitute a termination of the offer The offeree is still free to accept the original offer within the option period unless the offeror has detrimentally relied on the offeree's rejection

Answer 27

A revocation is the retraction of an offer by the offeror and can happen anytime before acceptance if not irrevocable Offeror may revoke by directly communicating the revocation to the offeree Revocable indirectly too

Answer 28

An offer made by publication can be directly revoked only by publication through comparable means

Answer 29

An offer may also be revoked indirectly if the offeree receives - correct information - from a reliable source - of acts of the offeror that would indicate to a reasonable person that the offeror no longer wishes to make the offer Two party street

Answer 30

A revocation is generally effective when received by the offeree - generally, written communication is received when it is delivered to a place of business through which contract was made or another location authorized to receive it - Does not matter whether the recipient actually reads the communication Where revocation is by publication, it is effective when published

Answer 31

Offers can be revoked at will by the offeror, even if he has promised not to revoke for a certain period, except - options contracts - merchant's firm offer under article 2 - detrimental reliance - beginning performance in response to unilateral contract offer - beginning to perform when offer is indifferent as to manner of acceptance

Answer 32

An option contract is when the offeree gives consideration for a promise by the offeror not to revoke an outstanding offer The offer is irrevocable for the time stated

Answer 33

If a merchant offers to buy or sell goods in a signed writing and the writing gives assurances that it will be held open Offer is not revocable for lack of consideration during the time stated, or if no time is stated, for a reasonable time - but it can never exceed 3 months even if says will be open for three months. If say more, will be bound only by three months - 3 month limit applies only to offers not supported by consideration Broad merchant rule - anyone in business

Answer 34

Writing is broadly defined Anything that looks authenticated will work Letter head is sufficient

Answer 35

If the form is supplied by the offeree, holding-open term must be separately signed by the offeror

Answer 36

When the offeror could reasonably expect that the offeree would rely to their detriment on the offer, and the offeree does so rely, the offer will be held irrevocable as an option contract for a reasonable length of time Foreseeable reliance - consider whether its something someone would do before acceptance vs after acceptance Rare but will come up in the contractor bid situation

Answer 37

An offer for a true unilateral contract becomes irrevocable once performance has begun - but substantial preparations to perform do not The offeror must give the offeree a reasonable time to complete performance

Answer 38

Acceptance is once performance in complete Can withdraw at any time prior to completion of performance - not bound to complete performance

Answer 39

Substantial preparations to perform, as opposed to the beginning of performance, do not make the offer irrevocable but may constitute detrimental reliance sufficient to make the offeror's promise binding to the extent of detrimental reliance

Answer 40

Bilateral contracts may be formed upon the start of performance by the offeree Once the offeree begins performance, the contract is complete and revocation becomes impossible Notification of the start of performance may be necessary

Answer 41

Following events will terminate an offer by operation of law: - death or insanity of either party - destruction of the proposed contract's subject matter, or - supervening illegality

Answer 42

Death or insanity of either party will terminate an offer by operation of law unless the offer is of a kind the offeror could not terminate, such as, an option supported by consideration - does not need to be communicated to other party But death does not automatically terminate a contract

Answer 43

An acceptance is a manifestation of assent to the terms of an offer Must be communicated

Answer 44

Generally, only the person to whom an offer is addressed has the power of acceptance A member of a class to which an offer has been directed also has power to accept Generally, an offeree's power of acceptance cannot be assigned - but if the offeree paid consideration to keep the offer open, the right to accept is transferable Offeree must know of the offer in order to accept it

Answer 45

Unless an offer specifically provides that it may be accepted only through performance, it will be construed as an offer to enter into a bilateral contract and may be accepted either by a promise to perform or by the beginning of performance Any reasonable manner

Answer 46

Unless the offer provides otherwise, acceptance of an offer to enter into a bilateral contract must be communicated to the offeror Generally, an offeree can't be forced to speak or have their silence treated as acceptance But a court may find silence works as an acceptance if, because of prior dealings or trade practices, it would be commercially reasonable for the offeror to consider silence as an acceptance - if recipient of services knows or should have known that the services were being rendered with the expectation of compensation and, by a word, could have prevented the mistake, the recipient may be held to have accepted the offer if they fail to speak

Answer 47

Unless otherwise provided, an offer is construed as inviting acceptance in any reasonable manner and by any medium reasonable under the circumstances

Answer 48

Under article 2, an offer to buy goods for current or prompt shipment is construed as inviting acceptance either by promise to ship or by current or prompt shipment of conforming or nonconforming goods

Answer 49

Traditional contract law - an absolute and unequivocal acceptance of each and every term of the offer At common law, any different or additional terms in the acceptance make the response a rejection and counteroffer Acceptance must mirror offer exactly

Answer 50

If an offer provides that it may be accepted only by performance, particular rules - completion of performance - notice

Answer 51

A unilateral contract is not accepted until performance is completed Offeree is not obligated to complete the performance merely because he has begun Complete performance constitutes an acceptance Has to know of offer when accepts it - if acts without knowledge and learns of it later, their acts were not an acceptance

Answer 52

Generally, the offeree is not required to give the offeror notice that he has begun the requested performance but is required to notify the offeror within a reasonable time after performance has been completed No notice is required if - the offeror waived notice, or - the offeree's performance would normally come to the offeror's attention within a reasonable time

Answer 53

The shipment of nonconforming goods is an acceptance creating a bilateral contract Also a breach of the contract unless accommodation shipment rule

Answer 54

Shipment of nonconforming goods is a breach unless the seller seasonably notifies the buyer that a shipment of nonconforming goods is offered only as an accommodation - buyer is not required to accept accommodation goods and may reject them - if the buyer rejects, shipper isn't in breach and may reclaim because the tender does not constitute an acceptance of the buyer's original offer This applies only when shipment is used as a form of acceptance

Answer 55

Article 2 abandoned the mirror image rule and inclusion of additional or different terms by the offeree in a definite and timely acceptance does not constitute a rejection and counteroffer, but rather is effective as an acceptance Unless the acceptance is expressly made conditional on assent to the additional or different terms Whether the additional or different terms become part of the contract depends on whether or not both parties are merchants

Answer 56

If any party to the contract is not a merchant, the additional or different terms are considered to be mere proposals to modify the contract and do not become part of the contract unless the offeror expressly agrees

Answer 57

If both parties to the contract are merchants, additional terms in the acceptance will be included in the contract unless - they materially alter the original terms of the offer, such as by changing a party's risk or the remedies available. - the offer expressly limits acceptance to the terms of the offer, or - the offeror has already objected to the particular terms, or objects within a reasonable time after notice of them is received

Answer 58

Split over whether terms in the acceptance that are different from the terms in the offer will become part of the contract Some courts treat different terms like additional and do the same test Other courts follow the knockout rule

Answer 59

Conflicting terms in the offer and acceptance are knocked out of the contract because each party is assumed to object to the inclusion of such terms Gaps are filled by UCC gap fillers

Answer 60

Even though a response with different terms can constitute an acceptance under Article 2, there still must be a meeting of the minds or there is no contract Watch for differences in the price, quantity, or quality terms - likely indicate that there isn't sufficient meeting of the minds to constitute a contract

Answer 61

Material change causes hardship or surprise Whether a term would materially alter is a fact question Changing a party's risk or remedies available materially alter Industry custom would not materially change Disclaimers materially alter

Answer 62

A merchant's memo confirming an oral agreement that contains different or additional terms is also subject to the battle of the forum provisions Despite the fact that there is a contract at the time the memo is sent - put through battle of forum as if it were an acceptance

Answer 63

If cannot be determined which specific communications were the offer and the acceptance but the parties act as though there is a contract, binding contract even though when its making is uncertain

Answer 64

Acceptance by mail or similar means is effective at the moment of dispatch if the mail is properly addressed and stamped, unless - offer stipulates that acceptance is not effective until received, - an option contract, which is effective when received - offeree sends a rejection and then sends an acceptance, which arrives first is effective - acceptance then a rejection, acceptance effective with exception Applies only to acceptance - revocation and rejection are effective once received Does not matter whether lost in the mail

Answer 65

The offeree sends an acceptance and then a rejection, the acceptance is effective unless the rejection arrives first and the offeror detrimentally relies on it

Answer 66

An acceptance transmitted by unauthorized means or improperly transmitted by authorized means may still be effective if it is actually received by the offeror while the offer is still in existence

Answer 67

A sale by auction is complete when the auctioneer so announces by the fall of the hammer or in another customary manner An auction sale is with reserve unless the goods are explicitly put up without reserve With reserve means that the auctioneer may withdraw the goods at any time until announces completion of the sale

Answer 68

Courts will enforce a promise as a contract only if it is supported by consideration or a substitute for consideration What legally enforceable means

Answer 69

1) a bargained-for exchange between the parties, and 2) legal value - constitute a benefit to the promisor or a detriment to the promisee - don't measure actual value

Answer 70

Promise induce the detriment and the detriment induce the promise No bargain involved when one party gives a gift to another

Answer 71

An act or forbearance by the promisee is sufficient consideration to form a contract if it benefits the promisor The benefit does not need to be economic - can be the gratification of influencing the mind of another If agree to give up legal right of something could have done, there is consideration

Answer 72

A promise given in exchange for something already done does not satisfy the bargain requirement Exceptions

Answer 73

Where a past obligation is unenforceable because of a technical defense, that obligation will be enforceable if a new promise is made in writing or is partially performed Under modern trend, if a past act benefitted the promisor and was performed by the promisee at the promisor's request or in response to an emergency, a subsequent promise to pay for that act will be enforceable

Answer 74

Generally, courts do not inquire into the adequacy or fairness of consideration If there is a possibility of value in the thing bargained for, consideration will be found even if the value never comes into existence Token consideration Sham consideration

Answer 75

Something entirely devoid of value, insufficient to be consideration

Answer 76

Insignificant sum recited in the contract Insufficient if not paid

Answer 77

Legal detriment results if the promisee does something they are not legally obligated to do or refrains from doing something they have a legal right to do Legal benefit is forbearance or performance of an act that the promisor was not legally entitled to demand or expect

Answer 78

Traditionally, performing or promising to perform an existing legal duty is insufficient consideration Exceptions: - new or different consideration is promised - the promise is to ratify a voidable obligation - preexisting duty is owed to a third person rather than to the promisor - honest dispute as to the duty, or - unforeseen circumstances sufficient to discharge a party, or under the modern view, if the modification is fair and equitable in view of circumstances not anticipated when the contract was made

Answer 79

Even if preexisting duty, consideration if the modification is fair and equitable in view of circumstances not anticipated when the contract was made

Answer 80

A good faith agreement modifying a contract subject to the UCC does not need consideration to be binding

Answer 81

Although happens all the time in real world, payment of a smaller sum than due on an existing debt is generally not sufficient consideration But courts will attempt to avoid this result by applying the exceptions Sufficient if the new consideration is of a different type or if the claim is to be paid to a third party Bona fide dispute to underlying claim or alteration of the consideration, partial payment on existing debt is supported by consideration

Answer 82

Under general contract law, a contract can't be modified unless modification is supported by new consideration Modern view permits modification without consideration if - the modification is due to circumstances that were unanticipated by the parties when the contract was made, and - it is fair and equitable Modern view on MBE, discuss both in essay question

Answer 83

Consideration isn't necessary to modify contracts under UCC All the parties need are good faith promises of new and different terms

Answer 84

A promise to refrain from suing on a claim constitutes consideration if the claim is valid or the claimant in good faith believed the claim was valid

Answer 85

If only one party is bound to perform, the promise is illusory and will not be enforced Not illusory: - Conditional promises unless the condition is entirely within promisor's control - contracts where a party has the right to cancel if the right is somehow restricted - exclusivity agreements because the court will find an implied promise to use best efforts - voidable promises - unilateral and option contracts, and - gratuitous suretyship promises made before or at the same time that consideration flows to the principal debtor Closely analyze contract terms - language can make a big difference - all widgets I require is not illusory, but all widgets I want is

Answer 86

A promise to choose one of several alternative means of performance is illusory unless every alternative involves legal detriment to the promisor Will not be illusory if - at least one alternative involves legal detriment and the power to choose rests with the promisee or a third party, or - a valuable alternative is actually selected

Answer 87

Consideration is not necessary if the facts indicate that the promisor should be estopped from not performing A promise is enforceable if necessary to prevent injustice if - the promisor should reasonably expect to induce action or forbearance, and - such acton or forbearance is in fact induced Foreseeable detrimental reliance

Answer 88

Anyone under the age of 18 generally lack capacity to enter into a contract binding on themselves But contractual promises of an adult made to a minor is binding on the adult States have created a few statutory exceptions - student loans, etc Disaffirmance and affirmance Necessities

Answer 89

A minor may choose to disaffirm a contract any time before or shortly after reaching the age of majority - only about a month after turn 18 Contract must be disaffirmed as a whole If a minor chooses to disaffirm, they must return anything that they received under the contract that still remains at the time of disaffirmance But no obligation to return any part of the consideration that has been squandered, wasted, or negligently destroyed

Answer 90

Necessities are items necessary for subsistence, health, or education A minor may disaffirm a contract for necessities, but will be liable in restitution for the value of benefits received - reasonable value

Answer 91

A minor may affirm - choose to be bound by the contract in whole, upon reaching majority A minor affirms either expressly or by conduct, such as by failing to disaffirm the contract within a reasonable time after reaching majority - about a month - retaining benefits after gaining capacity is implied affirmation

Answer 92

One whose mental capacity is so deficient that they are incapable of understanding the nature and significance of a contract may disaffirm when lucid or by a later appointed legal representative Can likewise affirm during a lucid interval or complete recovery Contract is voidable Liable for necessities in restitution

Answer 93

One who is so intoxicated that they don't understand the nature and significance of their promise may be held to have made only a voidable promise if the other party had reason to know of the intoxication May affirm the contract upon recovery Recovery for necessaries under restitution

Answer 94

Contracts induced by duress or undue influence are voidable and may be rescinded as long as they are not affirmed Party's assent is procured by an improper threat is common type of duress

Answer 95

Taking advantage of another person's economic needs is not duress but withholding something someone wants or needs will constitute economic duress if - the party threatens to commit a wrongful act that would seriously threaten the other contracting party's property or finances, and - there are no adequate means available to prevent the threatened loss

Answer 96

Elements of undue influence: - undue susceptibility to pressure by one party, and - excessive pressure by the other party Undue influence concerns often arise when the dominant party is in a confidential or caregiver relationship with the influenced

Answer 97

If the contract includes a term with at least two possible meanings, the result depends on the parties' awareness of the ambiguity - neither party aware: no contract unless both parties intended the same meaning - both parties aware: no contract unless both parties intended the same meaning, or - one party aware: binding contract based on what the ignorant party reasonably believed to be the meaning of ambiguous words Subjective intent taken into account

Answer 98

Both parties entering into a contract are mistaken about existing facts (not future happenings) relating to the agreement, the contract may be voidable by the adversely affected party if - the mistake concerns a basic assumption on which the contract is made - the mistake has a material effect on the agreed upon exchange, and - the party seeking avoidance did not assume the risk of the mistake

Answer 99

Not a defense if party asserting it bore the risk that the assumption was mistaken Commonly occurs when one party is in a position to better know the risks that the other party or where the parties knew that their assumption was doubtful

Answer 100

If mistake about existence of subject matter, no contract Mistakes in the assumptions as to value will generally be enforceable because both parties usually assume the risk that their assumption as to value is wrong

Answer 101

Only one of the parties is mistaken about facts relating to the agreement - mistake will not prevent formation But if the non mistaken party knew or had reason to know of the mistake made by the other party, the contract is voidable by mistaken party The mistake must have a material effect

Answer 102

Allows a court to modify or refuse to enforce an entire contract or a provision in it to avoid unfair terms Usually due to some unfairness in the bargaining process Two basic test - unfair surprise and oppressive terms - tested at the time contract was formed Unfair price alone is not a ground for unconscionability Seldom a good defense on the MBE

Answer 103

Inconspicuous risk-shifting provisions Exculpatory clause releasing a contracting party from liability for their own intentional wrongful acts; ones for negligent acts may be found unconscionable if the clauses are inconspicuous, but commonly upheld if in activities that are known to be hazardous Limitations on remedies not unconscionable unless it is inconspicuous - but if contract limited a party to a certain remedy and that remedy fails of its essential purpose, may be found unconscionable

Answer 104

If a court finds as a matter of law that a contract or any clause of the contract was unconscionable when made, the court - refuse to enforce the contract - enforce the remainder of the contract without the unconscionable clause, or - limit the application of any clause so as to avoid an unconscionable result

Answer 105

Certain agreements that must be evidenced by a writing signed by the party sought to be bound - promises in consideration of marriage - performances not within one year from date of contract - interest in land - executor or administrator promises personally to pay estate debts - goods priced at 500 or more - promises to pay debt of another - suretyship

Answer 106

Consideration is marriage must be executed by a writing - applies to promises that induce marriage by offering something of value other than a return promise to marry

Answer 107

A promise that by its terms cannot be performed within one year is subject to SOF - does not matter how long it actually takes, theoretically Date runs from the date of the agreement Part performance does not satisfy If the contract cannot be performed within a year, full performance by one party will remove it from the statute Lifetime contract does not fall within this

Answer 108

Promise creating an interest in land must be evidenced by a writing Not only agreements for sale of real property, but also - leases for more than a year - easements for more than a year - mortgages and most other security liens - fixtures - minerals or structures if they are to be severed by the buyer Contracts to build or a broker's contract do not fall within statute Full performance will take it out - part performance depends

Answer 109

A promise by an executor or administrator to pay the estate's debts out of their own funds must be evidenced by a writing

Answer 110

Authorization to do something on someone else's behalf must be in writing if underlying deal would be subject to SOF Equal dignity rule

Answer 111

Promise to answer for the debt or default of another must be evidenced by a writing Must be collateral to another person's promise to pay and not a primary promise to pay But if main purpose or leading object of the promisor is to serve a pecuniary interest of his own, the contract is not within the SOF even though the effect is still to pay the debt of another

Answer 112

Sale of goods for a price of $500 or more is within the SOF and generally must be evidenced by a signed writing to be enforceable Writing is sufficient even though it omits or incorrectly states a term - but the contract is not enforceable beyond the quantity of goods shown in the writing Exceptions

Answer 113

Even if for sale of goods for $500 or more, not writing required if - specifically made goods - written confirmation by a merchant - admission in court - performance

Answer 114

A written contract can be modified orally, but the modification must be in writing if the contract as modified falls within the SOF

Answer 115

Even if a written contract expressly provides that it may be modified only by a writing, the parties can orally modify the contract

Answer 116

Under UCC, if a contract explicitly provides that it may not be modified or rescinded except by a signed writing, that provision is given effect But if provision is between a merchant and non merchant, need non merchant's separate signature on that provision

Answer 117

Seller conveys property to the buyer, the seller can enforce the buyer's oral promise to pay Buyer can also seek to specifically enforce an oral land sale contract under the doctrine of part performance - part performance that unequivocally indicates that the parties have contracted for the sale of land - most jurisdictions require at least two of the three: payment, possession, valuable improvements

Answer 118

Orally agree to an installment land contract and in the absence of other facts (like a large down payment), possession plus payment does not unequivocally indicate a contract for the sale of land because facts also consistent with a lease

Answer 119

Out of the SOF when the goods have been either paid for or accepted If only partially paid for or accepted, the k is enforceable only to the extent of the partial payment or acceptance - not enforceable beyond the quantity of goods accepted or paid for

Answer 120

Contract is enforceable if goods are to be - specially manufactured for the buyer - are not suitable for sale to others by the seller in the ordinary course of their business, and - the seller has, under circumstances that reasonably indicate that the goods are for the buyer, made a substantial beginning in their manufacture or commitments for their purchase before notice of repudiation is received

Answer 121

If the party against whom enforcement is sought admits pleadings, testimony, or otherwise in court that the contract for sale was made, the contract is enforceable without a writing But it is not enforced beyond the admittance

Answer 122

In contract between merchants, if one party, within a reasonable time after an oral agreement has been made, send to the other party a written confirmation of the understanding that is sufficient under SOF to bind the sender Will also bind the recipient if - they have reason to know of one of the confirmation's contents, and - they do not object to it in writing within 10 days of receipt

Answer 123

SOF does not require a formal written contract Requires only one or more writings that - reasonably identify the subject matter of the contract - indicate that a contract has been made between the parties, and - state with reasonable certainty the essential terms

Answer 124

Something in writing evidencing the essential terms No definitive list of essential terms - what is essential depends on the agreement, its context, and the subsequent conduct of the parties Enough in the writing to enable a court to enforce the contract - evidence can explain the particulars, but not admitted to add a missing term

Answer 125

Must contain a description of the land and the price

Answer 126

Must state the length of employment

Answer 127

Signed writing indicating that a contract has been made and specifying the quantity term

Answer 128

Liberally construed Any mark or symbol made with the intention to authenticate the writing Under UCC, party's initials or letterhead may be sufficient

Answer 129

If a contract violates the SOF, in almost all cases a party can sue for the reasonable value of the services or part performance rendered, or the restitution of any other benefit that has been conferred