Contracts1 Flashcards
Article 2 applies only to a sale of goods. Goods are
moveable, personal property.
[ex] UCC does not apply. The K is primarily for service(painting the house), and the goods(paint) is
incidental. Thus Common Law applies.
Quasi-K relief is an equitable remedy that applies whenever
contract law yields an unfair or inequitable result.
Every K is bilateral unless
the offer says it can be accepted only by performance.
In requirement K, the quantity is measured by
buyer’s requirement or buyer’s need.
Open price term is too indefinite under Common Law, but not indefinite
under UCC Article 2. Under the UCC, offer exists if the parties so intend.
[Termination of offer] An offer lapses after a stated term or
a reasonable time has passed.
[Termination of offer] An offer terminates when the offeror
revokes the offer.
[Termination of offer] In order for indirect revocation to be effective, the offeree’s
awarenness of such conduct is necessary. ….there is no evidence that Eva knew about this conduct.
[Termination of offer] Revocation of an offer is effective only on receipt. Mail box rule does not apply to revocatioin of offer. Mail box rule applies to
acceptance.
[Termination of offer] The offeror can revoke at any time before acceptance. However there are
4 situation where an offeror can not revoke. [Option, Detrimental reliance, Beginning performance(Unilateral K), Frim offer under UCC]
Option : A promise to keep the offer open that’s
paid for(with consideration).
[ex] There is no consideration for keeping the offer open. / There is consideration for the option. Offeror bargained away
the right to revoke his offer for the consideration of $50.
In the unilateral K, once the offeree started performance, the offeror can no longer revoke. Mere preparation for performance is
not enough to make an offer irrevocable. [not applied in bilateral K]
[Firm offer rule] A promise to keep an offer open written and signed by a merchant[A “merchant” is a mere business person]. This exception applies only to
sale of goods. Firm offer doen not have to be paid for. There is “3-month cap” on firm offer. And to be a firm offer, there must be a promise to keep an offer open.
