Quimbee Outline Cards Flashcards
A contract is:
a legally enforceable exchange of promises between two or more parties
Contracts involving the sale of goods are governed by a specialized body of law contained in the:
UCC
What are the four elements of contracts?
offer, acceptance, intent, and consideration
What type of contract consists of a metal exchange of promises?
bilateral contract
A unilateral contract exists when:
an offeror makes a promise and conditions acceptance of that promise on full performance by the offeree
What is an offer?
manifestation of willingness to enter into a bargain
To form a contract, the offer must be:
valid, communicated to the offer, and must not have terminated prior to acceptance
A valid offer contains:
reasonably certain terms from which a reasonable person is able to conclude that an offer has been made
Typically an offer is reasonable if it:
identifies the parties, describes the subject of the agreement, and includes some sort of price term (additional terms might be required depending on the type of contract)
Jokes, preliminary offers, and advertisements are examples of:
invalid offers
An offer made in jest is invalid only if:
the offer knows or has reason to know that the offer is a joke
A preliminary offer (which is generally not a valid offer) is:
some kind of invitation to negotiate (such as an invitation to bid, a negotiation of terms, a price quotation, or a proposal of terms)
An advertisement is not considered a valid offer unless:
the language makes an express promise to adhere to specific terms
“_____ _____” in an advertisement that cannot be taken seriously by a reasonable person is not a valid offer. An example of this is the Pepsi commercial with the jet
Mere Puffery
An offer may be terminated before acceptance by:
rejection or counteroffer, lapse of time, revocation, or death or incapacity
A ________ offer may no longer be accepted by the offeree
terminated
An offer terminates when a reasonable or specified amount of time has lapsed without ________
acceptance
An _____ ______ guarantee, in exchange for something of value, that an offer will not be revoked for a specified amount of time
option contract
Revocation become effective to terminate an offer when:
the offeror notifies the offer that the offer has been revoked
A firm offer guarantees that:
a merchant will not revoke an offer to sell goods for a specified amount of time (only offers to buy or sell goods contained in a signed writing will be deemed firm offers)
How is a firm offer different from an option contract?
In a firm offer, the offeree is not required to provide anything of value
The offeror of a unilateral contract may not revoke the offer after:
the offeree has begun performance
In a unilateral contract, once the offeree has begun performance, she is entitled to a reasonable time for completion before:
the offeror may revoke
When an offeree may change positions or do something in preparation for performance inn detrimental reliance on the offer remaining open, the offeror may not
revoke the offer until a reasonable period of time has passed
acceptance is the:
manifestation of assent to the terms by an intended offeree with knowledge of the offer
An acceptance by a promise communicated to the offeree forms a:
bilateral contract
If the offeror conditioned acceptance of the contract on full performance, acceptance by performance forms a:
unilateral contract
What is the Mirror Image Rule?
The common law rule that an acceptance must unconditionally agree to the exact terms of the offer (must be mirror image of offer and may not add or remove any terms) DOES NOT APPLY TO SALE OF GOODS
What is the Mailbox Rule?
an acceptance by promise is effective upon proper dispatch (when the offer is sent), regardless of whether the offeror receives the acceptance
An acceptance may be effective upon improper dispatch only if (mailbox rule):
received by the offeror within a reasonable amount of time
If an offeree were to send acceptance at the same time that the offeror sent a rejection, would a contract be formed?
Yes because acceptance becomes effective when mailed
When an offeree accepts or rejects an offer but then changes her mind, is there a contract?
Yes at the time of proper dispatch
If the offeree first mails a rejection and then attempts to accept, is there a contract?
If the acceptance is received by the offeror first
An acceptance generally may not consist of silence, unless one of these four exceptions applies:
Benefit of Services
Exercise of Dominion
Prior Dealings
Implied-in-Fact Contract
Silence constitutes acceptance if the offeree receives the benefit of offered services, despite the ______ ______ to reject those serves, and the offeree knows that compensation is expected.
reasonable opportunity
Silence constitutes acceptance if the offeree exercises dominion over offered property by ______ ______ with the offeror’s ownership of that property
acting inconsistently
An uncle sends a tuxedo to his nephew, saying, “If you wish to buy my tuxedo, send me $100 within one week of receipt. Otherwise, I will pick up the tuxedo in two weeks.” Without sending $100, the nephew wears the tuxedo to a friend’s wedding, thereby acting inconsistently with the uncle’s ownership of the tuxedo. What is this an example of?
acceptance by silence through exercise of dominion
Silence constitutes acceptance if the offeror has indicated that the offeree may accept by:
silence or inaction (the offeree must intend to accept the offer by remaining silent or inactive)
A composer writes a letter to a pianist, saying, “You have been borrowing my grand piano for quite a while, so I offer to sell you the grand piano for $5,000. As you are a busy man, you do not need to write back. I will assume that your silence operates as acceptance if you do not respond.” If the pianist does not respond to the composer’s offer, is there a contract?
Only if the pianist intends to accept by remaining silent. There is no contract otherwise, even if the pianist never informs the composer that his silence does not constitute acceptance.
The parties to a contract must intend to be:
legally bound by the terms
The manifestation of intent not to be _____ _____ may prevent the formation of a contract
legally bound
A dentist informs an uninsured patient that a root canal procedure will cost $750. The patient says, “All right, I’ll agree to $750 for a root canal.” Both the dentist and the patient intend to be legally bound by the terms. Is there a contract?
Yes
A dentist informs an uninsured patient that a root canal procedure will cost $750. The patient says, “All right, I’ll agree to $750 for a root canal.” The patient then says, “But first, I’m going to get Tha second opinion and make sure that the procedure is necessary.”
Is there a contract?
No, because there was a manifestation of intent not to be legally bound and this prevents formation
A manifestation of _____ is not required for formation (only intent to be legally bound), but a manifestation of intent _______ would prevent formation.
intent; not to be legally bound
What does consideration require?
the promisor (offeror) to make a promise to the promisee (offeree) in exchange for a return promise or performance (an act or forbearance) that is given by the promisee (or third person) to the promisor (or third person)
An exchange of value is generally sufficient for adequate ________.
consideration
A _____ ______ consideration that “shocks the conscience” may support a defense against enforceability.
gross inadequacy [would be sufficient consideration, but could be used to support a defense against enforceability]
________ or ________ cannot support a contract if the promisor makes a promise in recognition of a benefit already conferred by the promisee
Past consideration; moral obligation
