In General

Question 1

Acceptance by mail must be

Answer 1

Properly dispatched by properly addressing it and taking other ordinary precautions to insure a safe transmission

Question 2

Revocation of an offer

Answer 2

Can be direct or indirect e.g. Communication by language or an action that manifests an intent to not follow through or when the offeree acquires reliable info to the sorts e.g. Dickinson v. Dodds (offer to sell home until Friday, Dodd revoked before by selling home to someone else)

Question 3

Power of acceptance is terminated by

Answer 3

Lapse of time, rejection, counter-offer, revocation by the offeror, death or incapacity or any non-occurrence of a condition UNLESS there is an option contract

Question 4

Under the UCC may an offer be accepted by beginning a performance?

Answer 4

Only if it is followed by notice to the offeror within a reasonable time

Question 5

Acceptance by performance

Answer 5

When the offer invites acceptance by performance no notification is necessary unless the offeree has reason to know to offeror has no means of learning of the performance. In such case the offeror has no contract duty unless the offeree notifies offeror, the offeror learns of the performance or the offer indicates that no notification is required

Question 6

Preliminary negotiations

Answer 6

if it’s not reasonably certain and there’s negotiations to be had, then it’s not an offer

Question 7

Firm offer

Answer 7

A firm offer written agreement signed by a merchant to buy or sell goods that is irrevocable during the stated time but no more than 3 months

Question 8

Common law acceptance

Answer 8

Mirror image rule!
An acceptance must be made according to the terms on which the offer was made. Acceptance completes manifestation of mutual assent as soon as it is put out of the offeree’s possession without regard to whether it ever reaches the offeror (mailbox rule) unless it’s an option contract then it is not operative until the offeree receives it.m

Question 9

performance is started but not yet completed

Answer 9

This is not acceptance until the work is completed. If the performance isn’t completed the offeree may be held liable for damages

Question 10

Manifestation of mutual assent on the Internet

Answer 10

Policies, terms and conditions must be made noticeable to users

Question 11

2-207 Acceptance not between merchants with proposed terms that aren’t conditional

Answer 11

If you want to make your terms conditional to assent to the terms or you want to make your limit acceptance to your terms, use objective language

If the actions and words imply that there is a willingness to proceed despite lack of acceptance to the additional terms then the proposed terms cannot be construed as being a part of the contract

e.g. Step-saver: “consent by opening” is not indication of an unwillingness to proceed

Question 12

When it is unreasonable to construe express terms, course of performance and usage of trade as consistent with each other

Answer 12

Express terms > course of performance > usage of trade

Rule statement: When it is unreasonable to construe express terms, course of performance and usage of trade as consistent with each other express terms are given greater weight over course of performance and usage of trade

Question 13

When it is unreasonable to construe course of performance and usage of trade as consistent with each other

Answer 13

Course of performance > usage of trade

Rule statement: When it is unreasonable to construe course of performance and usage of trade as consistent with each other, course of performance is given greater weight than usage of trade

Question 14

In discerning the agreement when there is no history of a performance

Answer 14

An applicable usage of trade may be used to interpret the agreement

Question 15

Evidence of usage of trade offered by a party is not admissible unless

Answer 15

Unless and until he had given the other party such notice as the court finds sufficient to prevent unfair surprise later

Question 16

When acceptance is operative

Answer 16

An acceptance made in any manner and medium invited by the offeror is operative as soon as put out of the offeree ‘s possession without regard to whether the offeror ever received it UNLESS it is an option contract then it is not operative until received by the offeror

Question 17

Modifications and consideration under common law

Answer 17

A performance of or promise to perform a preexisting duty is not consideration unless there are unforeseen circumstances. Otherwise, an agreement to modify an existing contract is itself a contract and needs new consideration separate from the consideration given under the original contract

Question 18

Modifications and consideration under the UCC

Answer 18

The UCC does not require new considerations to make modifications binding

Question 19

Consideration and adequacy

Answer 19

As long as there is a bargain there is consideration even if there is not a gain, equivalence in the value exchanged or mutual obligation unless there is extreme disparity in value