R6 Flashcards
What contracts are governed by common law? Uniform Commercial Code sales article?
Common law- RISE. real estate, insurance, service, employment.
UCC- sale of goods.
requirements of a legally enforceable contract?
offer and acceptance;
an exchange of consideration;
a lack of defenses.
What qualifies as an offer with difinite and certain terms under UCC? Common law?
UCC-quantity common law (RISE)- all terms (time, price, party, subject, quantity)
what makes an offer irrevocable?
consideration was not given to keep the offer open;
a substantial start on a unilateral contract;
merchant’s firm offers under the UCC. (in writing and states the time-up to 90 days if not specified)
When is a rejection of offer effective? When is an acceptance of offer effictive?
Rejection- When recieved. (same for all others, revoke, offer, counteroffer, etc.)
Acceptance- When dispatched (sent) unless opted out in the offer.
What can defrauded party sue for?
common law-May rescind (revoke) the contract or sue for money damages (Compensatory and punitive), but not both.
UCC-a party may rescind and sue for money damages.
What happens to contract signed under threat?
Void if physical force.
Voidable if economic or social threat.
Statute of Limitations on judicial remidies of contract?
common law-4-6 years from the date of breach. (does not make the contrac void).
UCC-4 years.
Which contracts must be in writing to be enforcable, signed by whom?
MYLEGS- by defendant (whoever wants to get out).
Marriage is consideration. impossible to perform in one Year (start from date of contract not performance). Land. Executor paying estate debts. Goods- over $500. Surty (pay the debt of another).
Are modifications to a existing contrat enforcable?
Common law- only when additional considerations are exchanged.
UCC- good faith is OK.
In a sales contract, is title warranty implied? infringement? merchantability? fitness? by any seller?
Title and fitness warranty is implied by any seller, unless disclaimed. Merchantability (for ordinary use) and infringement is only implied by merchant.
Differences between delegation and novation of contract?
delegation does not release original party
assume mortgage vs subject to mortgage?
Assume- both parties liable.
Subject- only original owner liable.
Are ARs assignable?
Yes. Debtor only needs to be informed.
Can you make changes when accepting an offer?
Common law( RISE)- No, must mirror the offer. UCC- new or different minor changes are ignored unless the contract is between merchants, then acceptable.
Shipping wrong products, breach or counteroffer?
If said yes and then ship wrong stuff- Accept and breach.
If ship wrong stuff right after recieving offer- accept and breach.
If ship wrong stuff with a note right after recieving offer- counter offer.
UCC statue of fraud exceptions?
over 500 must be in writing unless SWAP.
Specially made. Written confirmation between merchants (10 day objection rule). Accepted in court (already accepted, no writing needed). Performed already (part that’s performed is enforcable)
When does risk of loss pass?
Per contract, if not specified, depends.
If no carrier- pass on actual delivery(buyer takes the item) for merchant, pass on tender of delivery (you can take it now) for non-merchant.
If carrier-shipping contract (FAS, CIF)-pass when shiped. destination contract- pass at destination. FOB- pass at delivered to carrier (FOB seller location) or customer loading dock(FOB buyer location).
If there’s breach- remain on seller
When does title pass?
Per agreement (does not have to be the same time as risk of loss passes) If no agreement, same rule as risk of loss pass rules.
How long does copyright last?
individual-life+70 years.
company- ealier of 95 years after publication or 120 years after creation.
How long do patents last?
20 years, 14 years for design patents.
Criminal penalty for patent or copyright infringement?
No creiminal, only civil (may treble if intentional) for patent. up to 250K, 5 years for copyright.
is good faith a valid defense for patent or copyright infringement?
NO
Do mutual mistakes on material fact make a contract voidable? how about unilateral mistakes?
Mutual- yes.
unilateral- no unless the other party knew or should’ve known.
what contracts can not be assigned or delegated?
changes risk or personal service.
What constitutes an offer?
Intent to contract; difinite and certain terms; communication of the above to offeree.
Who can be sued under UCC strict products liability?
Dealer (not any sellers)
