CONTRACT TERMS UCC Flashcards
UCC ADDITIONAL TERMS
additional terms in the acceptance will be included in the contract unless:
- materially alters original offer;
- offer expressly limits to its terms;
- offeror already objected;
- objects within reasonable time (10)
UCC MISSING TERMS
Price: Reasonable Price at delivery UCC 2
ii. Time: Within a reasonable time
GAP FILLERS
UCC VAGUE TERMS
i. Performance – course of contract
ii. Previous Dealings
iii. Trade Usage
IF PARTY IS AWARE OF AMBIGUITY IN TERMS (CONSTRUCTION)
iv. In cases where one party is aware of the ambiguity and the other party is not at the time of contracting, a contract will be enforced according to the intent of the party who was unaware of the ambiguity.
COMMUNICATION OF OFFER
Oferee must have knowledge. NOTE: Continuing Offer is not for whole and may be accepted multiple times. It only means that the offer or tender will remain open for a specified amount of time and can lead to a binding contract when the required quantity is ordered.