Contracts

Question 1

Expectation Damages

Answer 1

Put the aggrieved party in the same position as if K had been performed

Question 2

Conditions Precedent

Answer 2

1. Prerequisite to obligation to perform K obligations

Question 3

Assignments of K Rights

Answer 3

After the creation of K, party makes a present transfer of rights UNLESS

1. K says no assignments
2. K depends on unique personal service
3. Application of a common law rule or
4. Output K (if it changes K duties, assignment is not permitted).

Question 4

Additional terms in K acceptance

Answer 4

merchant (both parties) = the additional term is part of the K unless:

1. the terms additionally modify
2. opposing party objects
3. offer states “no extra terms”
4. parties not merchants

Not merchants = NOT part of K unless term is expressly accepted by the offeror

Question 5

Anticipatory Repudiation

Answer 5

1. Bilateral K, neither side has performed
2. clear statement by promisor
3. that she will not or cannot perform K
4. triggering promisee’s right to sue wait or walk away

Question 6

Acceptance of Nonconforming goods
2-206-2-606

Answer 6

Acceptance occurs if buyer:
1. Accepts nonconforming goods or
2. Acts inconsistently with seller’s ownership
a) accepting a part of commercial shipment generally = accepting the whole

Question 7

Installment K

Answer 7

If goods delivered in separate lots and separately accepted then,
a) breach of a single lot occurs if a single lot (shipment) is nonconforming OR
b) breach of whole K occurs if the entire agreement is substantially affected

Question 8

Impossibility

Answer 8

After K is formed; performance becomes objectively impossible; resulting in performance being excused

Question 9

Mailbox Rule

Answer 9

Acceptance effective upon mailing subsequent revocation by offeror ineffective subsequent rejection ineffective by offeree ineffective unless offeror receives it first and reasonably relies on it to change circumstances

Question 10

Firm offer

Answer 10

offer made by merchant for maximum 3 months in writing irrevocable offer to contract for time stated

Question 11

Open Price K

Answer 11

UCC = K is valid without stated price if K is:
1. silent on price OR
2. Parties do not agree on price
3. Price is to be determined by the market or third party standard

Question 12

K modifications

Answer 12

Common Law = requires consideration
*need not be in writing

UCC = no consideration
*must be in writing, Good faith

Question 13

Output for Requirements K

Answer 13

In good faith;
Supply requirements for a business’ needs OR
Purchase outputs of a business

Question 14

Statute of Frauds

Answer 14

MY LEGS
Marriage
Year or more
Land
Executor
Guarantor
Sale of Goods $500+

Question 15

3rd Party Beneficiaries

Answer 15

1. Intended Creditor Beneficiary
   A) Purpose: party intends to pay off supposed debt owed to creditor

B) Vesting: 3 Ps rights vest with 3P
-consents, files suit to enforce rights or reasonably relies on promise and changes position

2. Intended Donee Beneficiary
   A) Purpose: party intends gift to IDB
   B) Vesting: 3Ps vest when CFR

Question 16

Unilateral K

Answer 16

1. Promise in exchange only for
2. Performance by one party