Kaplan Pgs 170-187 Sources and Formation

Question 1

What are special things at the UC see has said are considered to be goods?

Answer 1

– Growing crops
– unborn animals
– things that are identified and attached to realty, such as uncut timber or tobacco

Question 2

What are some examples of intangibles that would not be considered goods under the UC see?

Answer 2

Goodwill, currency, stock, bonds, securities, legal claims, real property, services, etc.

Question 3

What is the majority rule in the minority rule for hybrid contracts?

Answer 3

– Majority: predominant purpose of the transaction that considers language, nature of the suppliers business, and the relative values of the good versus the service
– minority: partitions the contract into the items that are sale of goods and applies the UC see, and the common law gets applied to services

Question 4

What are examples of a service contract with goods incidentally involved and a good contract with services incidentally involved?

Answer 4

– Services: an artist painting a portrait. Common law applies
– goods: sale and installation of a water heater. UC see applies

Question 5

How is computer software and other electronic information classified with regard to being a good or not?

Answer 5

– Majority: these things are good and so they are governed by the UC see

Question 6

If the UC see is silent on a certain concept, what happens?

Answer 6

Those gaps are filled by common-law

Question 7

What is the difference between an implied in fact and an implied in law obligation?

Answer 7

– Implied in fact: the parties agreed but they didn’t express the ingredient in its entire ready. I.e.: if they didn’t specify the price, a reasonable price will be assumed
– implied in law: when there has been unjust in Richmond that creates a quasi-contract and an obligation for restitution. I.e.: if a surgeon perform surgery on an unconscious victim, the patient has to pay for it

Question 8

What is the vehicle to enforce an implied in fact and implied in law contractual obligation?

Answer 8

Quantum meruit

Question 9

What does a uniform electronic transactions act basically do?

Answer 9

It makes it so that electronics digital signatures are legally effective in most states

Question 10

Is email sufficient to satisfy a writing requirement for a contract?

Answer 10

Yes

Question 11

What are the three situations when there are multiple offerees to an offer?

Answer 11

Dash commercial advertisements
– reward offers
– auctions

Question 12

What is the situation that would be considered an exception to the rule that ads are not offers?

Answer 12

If there is language in the ad that says something like “1st come first served“ or “first 10 customers only“ because this identifies a way to make sure that the goods will be properly allocated if there is excess demand

Question 13

What are the two types of reward offers?

Answer 13

– Self-limiting rewards

– open field rewards

Question 14

What is the difference between the two types of reward offers?

Answer 14

Dash self-limiting: indicate that what is being asked can only be performed once
– open field: the offer indicates that the task to be performed can potentially be done by multiple people

Question 15

What are the four main ways to terminate the power of acceptance from an offer?

Answer 15

Dash lapse of time
– death or incapacity of either party
– revocation
– rejection

Question 16

What is the rule of free revocability?

Answer 16

An offeror is free to revoke an offer any time for any reason as long as it happens before acceptance and is effectively communicated

Question 17

What are the two ways to prevent revocation of an offer?

Answer 17

Dash common law: option contract

– UCC: firm offer

Question 18

If someone offers to sell a vehicle for $10,000 and says that the offer expires in 30 days, is that an option contract?

Answer 18

No, it is just an offer with an express date of termination

Question 19

Is the only way to make an option contract by paying to keep it open?

Answer 19

No, you can also offer a promise of performance, such as an agreement to use your best efforts to get financing

Question 20

What happens when a subcontractor makes a bid to a general contractor?

Answer 20

That create an implied option contract through promissory estoppel, and it prevents the subcontractor for revoking the bid during the time that the general contractor is trying to get the contract

Question 21

What are the requirements to create a you CC merchants firm offer?

Answer 21

– The offer is made by a merchant
– it is in writing and signed by the merchant
– it says in its terms that it will be held open

Question 22

If a merchants firm offer state a time period That is longer than three months, what happens?

Answer 22

It is only irrevocable for the first three months

Question 23

What are the three ways that an offer he can reject an offer?

Answer 23

Dash outright rejection
– through a counter offer
– through a non-conforming acceptance

Question 24

The mirror image rule is what body of law?

Answer 24

Common law

Question 25

Are there any exceptions under the mirror image rule?

Answer 25

If the variation is just de minimus it can still constitute an exception

Question 26

What happens if someone makes a de minimus variation in the terms of his acceptance with the purpose of backing out of the contract in bad faith?

Answer 26

The variation still constitutes acceptance

Question 27

What does the UC see say about the common law mirror image rule?

Answer 27

It rejects it and recognizes a binding contract even if there are non-conforming acceptances in the situation is: – the shipment of non-conforming goods – battle of the forms

Question 28

What is involved in a revival of an offer?

Answer 28

Only the offer I can do this, and it Hass to be done by communicating it to the offeree. You can either restate the offer or give more time

Question 29

Under the modern rule for a unilateral contract, is it possible for the offer roar to revoke the offer while the other person is making preparation to perform?

Answer 29

Yes

Question 30

What type of contract is the only one that the mailbox rule applies to?

Answer 30

Bilateral contracts. It does not apply to unilateral contract

Question 31

What are the two main requirements for an acceptance under common law?

Answer 31

– The acceptance message mirror the offer | – it must be communicated to the offeror

Question 32

What does it mean to say that the mailbox rule is only a default rule?

Answer 32

It applies if the offer or is silent about how acceptance will be effective. Because the maker is the master of the offer, he is free to see how acceptance will be affective

Question 33

What is the official Kaplan bar review approach to Crossing offers?

Answer 33

The offers are not effective until they are received, and even once they receive they only create a power of acceptance in the other person. So until one of the parties receives and then excepts one of those offers, there is no contract

Question 34

If an offer really first dispatch is a response to an offer where he rejected it, and then send a second response excepting it, there’s a mailbox rule apply to this?

Answer 34

No, this is a situation where the mailbox rule does not apply. Instead it depends on which communication reaches the offer or first - acceptance first: it is effective on receipt and there is a contract – rejection first: the power of acceptance is terminated so the later acceptance becomes a counter offer that the original offeror can except or reject

Question 35

The UC see reject the mirror image rule, and instead says there is a binding contract in what two situations when a non-conforming acceptance happens?

Answer 35

– Shipment of non-conforming goods | – battle of the forms

Question 36

What are the three ways that a seller under the UC see can accept an offer to purchase goods?

Answer 36

– A promise to ship – a prompt shipment – shipping non-conforming goods

Question 37

Under the UC see if a seller ships none can forming goods, what has happened?

Answer 37

The seller has excepted the buyers offer and created a binding contract.

Question 38

What is a situation when, under the UC see, a seller ships non-conforming goods and it does not constitute an acceptance?

Answer 38

If the seller notifies the buyer that the shipment is being offered as an accommodation. Then it is a counter offer that the buyer can except or reject

Question 39

If a buyer orders 1000 candles from a seller for immediate delivery, and the seller ships 800 candles with a notice that says he didn’t have enough, so he shipped 800 as an accommodation, what happens?

Answer 39

This is the exception to the UC see rule that when a seller ships non-conforming goods that is an acceptance, because he sent a notice that this was just an accommodation. So now the buyer has been given a counter offer that he is free to except or reject

Question 40

Under the UC see, when a seller ships non-conforming goods, that is considered to form a contract, but what should be noted?

Answer 40

Did it also constitute a breach of the contract under the perfect tender rule

Question 41

What does the UC see say with regard to the mirror image rule in the last shot rule?

Answer 41

Those are both rejected. If a seller excepts through terms that are different than what the buyer gave, that is called a non-conforming acceptance

Question 42

If a buyer sends a purchase order to seller for 1000 candles for $10 each, and the seller send an acknowledgement of order form that promises delivery at that price, but also has language in the contract about no warranties and limited remedies, what is happened?

Answer 42

Because the UC see rejects the mirror image rule and the last shot rule, the sellers form is an acceptance that creates a binding contract even though the terms vary Dash if at least one party is not a merchant: the additional or different term is just a proposal for addition to the contract, and does not become part of the contract unless the other person agrees to it expressly – if both parties are merchants: if it is an additional term, it becomes part of the contract unless the parties expressly limit acceptance to the terms, object within a reasonable time, or it would materially alter the contract. For different terms, the knockout rule is applied

Question 43

What is the UC see knockout rule?

Answer 43

When there are different terms in the acceptance and the offer, the UC see omits both the original provision and the differing provision. And the parties have to negotiate from scratch on that issue

Question 44

If under the UC see, parties to a contract enter the contract in real time face-to-face or telephonic conversation, and then one party send a written confirmation that includes an additional or different term, what happens?

Answer 44

That if one of the parties is a consumer: any extra or different terms are just proposals for addition that The other party is free to except or reject Dash if the transaction is between merchants: the extra terms are automatically part of the contract unless they would materially alter the contract or the receiving party object to them within a reasonable time. If the terms differ they are proposals for inclusion in the contract that the receiving party can except or reject. If both merchants sent written confirmations that had conflicting terms, then the knockout rule applies

Question 45

What situations does the knockout rule apply to?

Answer 45

When the UC see is involved for written confirmations