Other Rules

Question 1

Performance under UCC vs Common Law

Answer 1

UCC - Perfect tender rule 2-601 and right to refusal

Common Law - Substantial performance + Damages = Full performance

Remember: under UCC installment contracts change perfect tender rule.

Question 2

Modification

Common Law

Answer 2

2 doctrines

Some Jx's require 
fresh consideration (Alaska Packers) /pre existing duty rule

Others
Simply that modification be fair and equitable

Question 3

Accord and Satisfaction

Answer 3

A contract in which an obligee promises to accept a stated performance in satisfaction of the obligor’s existing duty.

Until performance of the accord the original duty is suspended unless there is a breach of the accord. In that case obligor may enforce either duty

Question 4

Irrevocable

Answer 4

An option contract is irrevocable if:

CL: OFFEREE PROVIDES CONSIDERATION TO KEEP OFFER OPEN, and detrimentally relies on offer or by statute

UCC: if firm offer. A merchant can agree on signed writing to keep offer open, without consideration, for a reasonable time, not more than 3 months

Question 5

When Duress by threat makes contract voidable

Answer 5

Hard bargain enforceable

Improper threat - leaves victim NO other reasonable alternative:

Crime or tort
Civil Process
Harm recipient and not benefit party making the threat
Economic
Breach of duty of fair dealing & good faith
Undue influence

REMEMBER: No other reasonable alternative