Contracts Midterm Review Flashcards
Study for my contracts midterm to familiarize myself with the concepts and terms of the class
Offer Requirements (5)
- Manifestation
- of willingness to enter a bargain
- justifying offer’s understanding
- Assent is limited
- Offeree’s assent will conclude the bargain
Lapse of Offer
- Offer will lapse after a reasonable amount of time (This is, however, a question of fact)
- Offeree puts a specific time in the contract and it is not met by the offeror
Mutual Assent Definition
Mutual Assent = Offer + Acceptance
Acceptance Definition
Acceptance =
1. Manifestation of assent
2. to the terms
3. made by the offeree
4. in the manner or requirements by the offer
- The offer controls the terms and the requirements for acceptance
Mirror-Image Rule and what it favors
Common law term. Terms must be the same (a.k.a mirror) the original terms of the agreement. The rule favors the “last-shot” doctrine where the counter-offer last discussed sets the terms.
Revocation
Must be before acceptance and is effective upon receipt.
There are two types: Direct or indirect revocation.
Direct - Contract is revoked by the offeree directly telling the offeror.
Indirect - Contract is revoked by a reliable person telling the offeror (not the offeree telling them)
Irrevocable Offer
Option prevents revoking a contract during the option period. In order for it to be an option contract it must promise to hold open the contract and have consideration. Recital is good enough for for consideration, the payment doesn’t actually have to be made just the promise. (These are firm offers)
Consideration Definition
Promise of performance by offering a sort of down payment.
Firm Offer
UCC law where
1. an offer
2. is made by a merchant
3. to buy and sell goods
4. in signed writing
5. With assurance it stays open (but can not stay open longer than 3 months)
Silence does not mean acceptance (exceptions)
The exception to this is unless the offeree gains benefits and performance and had ample opportunity to stop the work. Or, the two people/entities entering a contract have had previous dealings before.
UCC Article 2 Definition
- things
- which are movable (including unborn livestock, growing crops, or natural gas/oil)
- at the time of contract formation
UNLESS - It’s current currency
- investment securities
- or things in action (a.k.a debt, of breach of contract)
Predominate Factor Test
UCC Article 2 test for hybrid contracts. The test is based on the contracts language, seller’s business, reason, and cost charged to determine if the contract falls uber UCC or CL.
Ambiguous Offer
Uncertain terms within a contract that can be interpreted to mean multiple different things.
Contracts Discussions
A suggestion of lowering the price or changing some sort of term in the contract is not a rejection (based on the facts of course) because discussions are still open.
Advertisements
Advertisements are generally not an offer (unless the terms are definite). There is no manifestation of willingness to enter into a bargain, it is simply a willingness to enter into a bargain because there is no definite commitment to sell. (An advertisement is only an offer when there is 1 good and only 1 person can except (a.k.a definite terms) (Example of this is reward signs for pets or lost items).
