Excuses

Question 1

other party’s breach

Answer 1

can back out

Art 2
perfect tender rule - can back out unless perfect in every respect so can reject all, accept all or reject some and accept the rest\

CLAW
damages - can recover for any breach (no materiality)
excuse - only if ther ei a material breach

Question 2

anticipatory repudiation

Answer 2

provides an excsuse unless repudiation is retracted

can stop performing now and let other party sue of breach

Question 3

failure to give dequate assurances

Answer 3

party with reaosnbale grounds for bein insuecre about others’ performance may, in writing, request adqaure assurance that the other part will perform

failure to give adequate assurances is anticipatory repudiation

Question 4

recission

Answer 4

mutual agreement to cancel K

Question 5

modification

Answer 5

oan agreement to replace the existing K with a new K

Question 6

accord/satisfaciton

Answer 6

accord - agreemetn to accept differne performacne in future satisfiaction of an existing duty

duty is suspended by accord but is not excused until accord is satisfied (performed)

modification vs. accord - modificaiton - if the unlerying obligation iss excused now (modification) if later 0 accord

Question 7

novation

Answer 7

agremeent to substitute a new party for an exsting one

if you have a novation, then the original party is excused. If the counter party doesn’t consent to a novation, then you havea delegation and the original party is on hook

Question 8

impossibility

Answer 8

later unforeseen even makes performance impossible

Art 2 - impractical

CLAW - desctrioin of subject matter of K provides excuse (e.g. music hall burns down)

Art 2
1. a seller who bore risk of loss hwen goods were damaged or destroyed is excused by impracticability. If the risk of loss already passed to the buyer, then no excuse needed.

2. unID’ed goods - seller is excused only if hte goods that were destroyed or damaged had been “idenitfieid to the contract”. If not then no excuse

increses in costs si not an excuse

Question 9

death / incapacity of essential person

Answer 9

must be essential, not any person

Question 10

frustration of buyer’s primary purpose

Answer 10

must be central purpose and both parties must be aware

Question 11

failure of express conditions

Answer 11

jsut think of law firm life

Question 12

satisfaction

Answer 12

reasonable person standard unless art or matters of personal taste

condition subsequent - cuts off an existing duty - will elase ofr $1,000 until zoning changes

failure to cooperate / put in effort bars this claim