Vocabulary

Question 1

Offer

Answer 1

(1) an objective manifestation
(2) by the offeror
(3) of a willingness to enter into a bargain
(4) creating the power of acceptance in the offeree

Effective when… knowledge by offeree

Question 2

Acceptance

Answer 2

(1) an objective manifestation
(2) by the offeree (Offer can only be accepted by a person
to whom the offer was made)
(3) to be bound by the terms of the offer

-cannot be assigned (Option-K can be assigned)

-Mirror Image Rule
-CL: must be mirror image of the offer
-UCC: K is formed even if acceptance varies, so long as
Ps intent for form a K

-Acceptance by Silence: prior dealings & affirmative duty to
speak

Effective when… (1) dispatch by offeree, if dispatched in the
same or a faster mode
(2) upon receipt, if dispatched in slower mode

Question 3

Termination of Offer

Answer 3

(1) Death of offeror
(2) Revocation (from offeror)
(3) Rejection (from offeree) (v. mere inquiry)
(4) Counter-Offer (from offeree)
(5) Lapse of Time
(6) Face to Case convo rule (maybe MO)

Question 4

Unilateral K

Answer 4

• Offeror makes an offer that calls for PERFORMANCE
• looking for action
• Offeror makes an offer that calls for PERFORMANCE
• looking for action

-CL: complete performance is required by 1 P before the K
is formed
-UCC: a P can accept a unilateral offer, forming a K, by
shipping or by promising to ship
-conform. goods: acceptance if perfect good are sent
-non-conform. goods: accept. & simultaneous breach
*accommodation: not an acceptance, but a
counter-offer; send accomodation letter with
non-conform. goods

Question 5

Bilateral K

Answer 5

• Offeror & Offeree exchange mutual promises

- looking for promise

Question 6

Consideration

Answer 6

Bargained for legal detriment

-KS presumes consideration exits in a signed K; can be
either a benefit to the promisor or a detriment to
the promisee

-Forms:
(1) Performance: not doing something legally obligated
to do
(2) Forebearance: not doing something legally entitled to do;
(3) Promise to perform
(4) Promise to forebear
(5) past actions are NOT consideration, unless they are
expressly requested & there is an expectation of
payment
(6) preexisting duties =/= consideration

Question 7

Revocation

Answer 7

By Offeror
-Ways…
(1) Statement/conduct by offeror to offeree indicating an
unwillingness or inability to K
(2) Comparable publication for public offers - must be by
same means or better
-cannot revoke after been accepted
-Effective when.. receipt by offeree
-Offers that CANNOT be revoked:
(1) Option K;
(2) Firm Offer from Merchant;
(3) Detrimental Reliance;
(4) Start of Performance under Unilateral K;

Question 8

Option K

Answer 8

an offer cannot be revoked if the offeror has promised to keep the offer open and this promise is supported by consideration

Question 9

Firm Offer from Merchant

Answer 9

must have a merchant make an offer in writing and sign it, order has words of firmness
-offer is irrevocable for the time promised, up to 3 mos

Question 10

Merchant

Answer 10

one who deals in goods of the kind sold

Question 11

Detrimental Reliance

Answer 11

an offer cannot be revoked if there has been detrimental reliance by the offeree that is reasonably foreseeable

Question 12

Start of Performance under Unilateral K

Answer 12

the start of performance pusuant to a unilateral K makes that offer irrevocable for a reasonable period of time to complete performance
-gives offeree the opportunity to complete performance
once he has started

Question 13

Rejection

Answer 13

By Offeree

• Ways..
  (1) Counter Offfer;
  (2) Conditional Acceptance;
  (3) Addt’l Terms to CL K
  (4) Death (or incapacity) of a P prior to acceptance

Question 14

Counter Offer

Answer 14

• offer made by the offeree to the offeror that contains the same subject matter as the original offer but differs in its terms
• terminated the offer & becomes the new offer; where a counter offer has been made there is no express K unless that counter offer itself has been accepted

Question 15

Advertisements

Answer 15

• generally not offers

- can be an offer it it is specific as to quantity & indicated who can accept

Question 16

Conditional Acceptance

Answer 16

operated the same as a counter offer; under CL the mirror image R must be followed

Question 17

Addt’l Terms to a CL K

Answer 17

an acceptance that adds new terms is treated as a counteroffer

Question 18

Mirror Image Rule

Answer 18

(1) CL: acceptance must be a mirror image of the offer
(2) UCC: K is formed even if accpetance caries from offer,
so long as the parties intended to form a K
-must intend to form K, not counter offer
-if diff terms…
-2 non-merchants - offered terms control, addt’l
terms in accept. are mere proposals to
modify & not a part of the K
-2 Merchants - acceptance terms control, addt’l
terms become part of the K unless…
(a) the offer expressly limits to terms o/offer;
(b) terms would work a material alteration,
shown by surprise or hardship;
(c) the offeror objects to the terms

Question 19

Acceptance by Silence

Answer 19

-Prior Dealings: can accept by silence because of prior
dealings, even under the CL
-Affirmative Duty to Speak: Man sees a boy mowing yards
for $5, then he mows the man’s yard & asks for
money - many refuses to pay but he owes the boy
money bc he did not affirmatively speak and knew
that the boy would expect the $5