Chapter 10 the Agreement Offer I Requirements for an Offer a Offer these terms we have a contract first step in contract formation process This is it if you agree to i Offeror ii Offeree person who makes contract person whom offer is made too if accepts offer then the decision is binding 1 intent to enter the contract upon acceptance Signifies b Intent of Contract that the offeror is not joking but is serious i Objective Standard of Intent parties outward manifestations of intent objective approach by looking at 1 judged by objective standard what his words acts and circumstances signify about his intent c Definiteness of Terms i Definition 1 Need to be specific with conditions and terms 2 Indefiniteness indicates that the parties are still negotiating over the terms 3 Court needs to know terms to determine if a breach has been made ii Definiteness Standards under Common Law 1 courts are contract enforcers not makers a if people left out info then courts took hands off approach iii Definiteness Standards under the UCC 1 more hands on 2 creastes contractural liability in certain situations 3 If parties are acting as if there is a contract then it is possible for courts to accept this as a binding contract iv Communication to Offeree 1 when a offeror communicates terms of offer to an offeree he objectively indicates he wants to be bound to this contract II Special Offer Problem Areas a Advertisements i Ads for a sale of goods at an advertised price are NOT considered to be offerors ii Treated as invitations to negotiate b Rewaards c Auctions i Treated as offeres for unilateral contracts ii MIA animal stolen property info leading to arrest i When without reserve means that once item is sold it must be sold and acts as contract d Bids i Ads for bids treated as invitation of an offer ii Those who wubmut are treated as offerors iii Offerors can withdraw bid at any time before acceptance e Which Terms are included in an offer i Courts determine which terms of the offer are binding ii Fine print may not be binding 1 back of movie ticket has fine print III Termination of offer a Terms of the offer i Offeror is the Master of the offer 1 have power of terms and conditions to be bound to contract i Offers that fail to provide time refernce are valid for a reasonable b Lapse of Time time 1 c Revocation reasonable person tesst i OFFERS ARE REVOCABLE 1 offeror may revoke their offers at any time prior to acceptance even if they have promised to hold the offeror open for a stated period of time ii Excpetions to general rule 1 Options offeror has promised to hold offer open and has received consideration for that promise 2 Unilaterial Contract offers offeree has started to perform requested act before offeror revokes a Kid started to cut grass and right when he is done u say that u are revoking offer not good would Not fly 3 Promissory Estoppel offeree foreseeably and responsibly relies an offer being held open and will suffer injustive if revoked a A contractor hires a subcontractor for a bid The general contractor wins bid then general contractor revokes bid No good court will uphold offer 4 Firm Offers Merchant offeror makes written offer to buy or sell goods giving assurance that the offer will be held open a Only applies to sale of goods b Qualifications i Made by an offeror who is a merchant ii Be contained in a signed writing iii Give assurance that the offer will be kept open c Outer limit revocable after 3 months regardless of what is written in contract iii Rejection 1 expressly reject offer 2 make counter offer 3 Time of Effective Rejections In a reasonable time a b One can mail the rejection and meet in person and accept what ever happens first iv Death or Insanity of Either Party 1 Automitacally terminates the offer without notice v Destruction of Subject Matter 1 If property is terminated without either sides notce the contract is void a Someone buys a house and doesn t realizr the house is burnt down a person goes and realize it is Offer terminated vi Intervening Illegality 1 if it is illegal it is terminated a Contract to sell goods is signed and approved then embargo is passed this terminates offer
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