Contracts - MEE Flashcards
Article 2 governs “transactions in goods.”
The term “goods” includes XYZ
The transaction in question is for goods and government by Article 2 of the UCC.
Common law principles remain applicable to the extent not displaced by the UCC.
An offer to buy or sell goods may be revoked at any time before acceptance unless…
The offeror promised to hold the offer open and that promise is supported by consideration (or revocation of the offer is barred by the UCC)
A person makes an offer when the person communicates to another a willingness to enter into a bargain and
The person understands the invitation to bargain and concludes it.
Under the common law of K, offer may be revoked by the offeror at anytime before acceptance unless…
An option K is created limiting the power of revocation.
Firm offer rule makes a promise to hold open an offer to buy/sell goods even in the absence of consideration
Only applies to merchants - a person who deals in goods of the kind or otherwise by occupation holds himself out as having knowledge/skill peculiar to the practices or goods involved in the transaction.
Revocation of offer
When the offerree “receives from the offeror a manifestation of an intention not to enter into the proposed K.”
A contract for the sale of goods may be made…
“in any manner sufficient to show agreement, including conduct by both parties which recognize the existence of such a contract.”
Statute of Frauds requirement for sale of goods
A contract for the sale of goods for a price of $500 or more is not enforceable unless the party against whom enforcement is sought has signed a writing “sufficient to indicate that a contract for a sale has been made” OR that an exception applies.
Statute of Frauds exception for specially manufactured goods
A contract that lacks a written agreement can still be enforced if the goods are custom-made for the buyer, unsuitable for resale, and the seller has significantly started production before receiving a notice of repudiation.
Delegation is generally allowed under Article 2 and provides that:
a party may perform his duty through a delegate unless otherwise agreed or unless the other party has a substantial interest in having his original promisor perform or control the acts required by the contract.
