Performance, Breach, And discharge

Question 1

Define a promissory condition

Answer 1

A promissory condition is where the contract performance is conditioned on the occurrence of the promised performance by the other party.

Question 2

A condition will be excused on the basis of:

Answer 2

Bad faith conduct by the beneficiary of the condition.

Question 3

Define the perfect tender rule

Answer 3

The terms of a contract for the sale of goods are enforced exactly. Every contract term is treated as an express condition, and a breach of the performance obligation by the seller will relieve the payment obligation of the buyer.

Question 4

Describe the difference between subjective impossibility and object in possibility.

Answer 4

Subjective impossibility will not excuse duties of performance under contract.
Objective impossibility will excuse duties of performance under contract.

Question 5

Defined the doctrine of impracticability.

Answer 5

A promisor may be excused from performance where unforeseen difficulties have made performance prohibitively expensive or extremely burdensome.

Question 6

Under the UCC doctrine of impossibility, when is performance excused?

Answer 6

1. Goods identified in the k are destroyed
2. Performance becomes illegal
3. Performance prevented by unforeseeable event, and the nonoccurrence of the event was a basic assumption of the contract.

Question 7

Under the contemporary version of frustration of purpose, when will be a party ‘s contractual obligations be discharged?

Answer 7

1. The party’s principal purpose in entering the contract is frustrated;
2. The frustration is substantial; AND
3. The non occurrence of the event precipitating frustration must have been a basic assumption of the contract.

Question 8

In common law cases, where a party’s performance under the contract is subject to an express condition, the failure of that condition will:

Answer 8

Discharge the party’s obligation to perform.

Question 9

When the possibility of breach is not addressed by an express condition, courts can treat the breach as what?

Answer 9

Material breach; or

Substantial performance

Question 10

When there is a material breach, the aggrieved party is free to:

Answer 10

Not perform her obligations and sue the breaching party for damages.

Question 11

If the seller fails to make perfect tender, what are the three courses of action available to the buyer?

Answer 11

1. Reject the goods;
2. Accept the goods; or
3. Reject part and accept part of the goods.

The buyer must pay for the goods he accepts and may seek damages for the sellers imperfect tender.

Question 12

Wind me a conforming delivery be substituted?

Answer 12

1. If the seller gives the buyer reasonable notice of intention to substitute; and
2. The seller makes a conforming delivery within a reasonable time.

Question 13

Under a UCC installment contract, a breach with respect to one installment is a breach of the total contract only if:

Answer 13

The nonconformity substantially impairs the value of the entire contract.

Question 14

If a party repudiates the contract before the time for performance, the aggrieved party is given what options?

Answer 14

1. Immediately treat the anticipatory repudiation as a breach of contract; and
2. Be entitled to the same rights and remedies.

Question 15

What may establish anticipatory repudiation?

Answer 15

1. The party’s definitive statement indicating that he will commit a breach of contract; or
2. The party’s voluntary or affirmative act that renders the party unable or apparently unable to perform.

Question 16

A party may make a demand for adequate assurance of performance if:

Answer 16

The party has a reasonable grounds for insecurity.

Question 17

The UCC requires that a demand for adequate assurance of performance on the sale of goods contract be made how?

Answer 17

The UCC requires that it be made in writing.

Question 18

A party who has made an anticipatory repudiation to the other party may retract the repudiation, unless and until the other party does what?

Answer 18

1. Acts in reliance on the repudiation;
2. Positively except the repudiation by signifying this to the breaching party; or
3. Commences a suit for damages or specific performance.