EXAM REVIEW TOPICS CHAPTER 9 Mailbox Rule what is it how does it work How does it work when the offer is revoked Common law contracts Moment you except offer is the moment it gets put In mail or is delivered Revocation isn t acceptable if offer is already in mail Beat offer to person if you want it revokes Elements of an offer 1 identify party a promisor b promisee 2 Subject matter do or not do something 3 Price consideration 4 time for performance now or future General rules of communication of offers acceptance by someone other than the offeree Offer to one isn t an offer to everyone Has to be effectively communicated to the offeree Req for valid contract 1 Agreement 2 Consideration 3 Contractual Capacity minors and incompetent may be aided 4 Legality Advertisements as offers not considered an offer by the court Detrimental reliance When you make an offer that someone expects an offer is made and they spend money in a way to do offer Offeror may be prevented from pulling offer Legal detriment as consideration Have the legal right to do 1 a promise to perform that one had no prior legal obligation to perform or 2 a promise not to do something or actually refraining from doing something that one could legally do and had no prior legal obligation not to do Unilateral mistake mutual mistake consequences of each Unilateral One person on one side makes a material mistake in contract won t prevent from being preformed Mutual Bilateral both people were mistaken contract can be excused Offers counteroffers acceptance rejection mirror image rule Req of Offers 1 Serious intent to be bound 2 terms are reasonably certain or definite 3 must be effectively communicated to offeree Acceptance by words or conduct that agree to terms Mirror image rule if you want to except offer your acceptance must mirror offer keep negotiating Counteroffers changes in price or addition of things mirror image rule Rejection by words or conduct Fraudulent misrepresentation in the factum in the inducement in the execution Factum actual existence of contract is hidden Inducement someone is misled as to terms of the contract someone promised you stuff and not true Execution signed contract with a forged signature What is the statute of frauds and what types of contracts does it cover at common law NEED IN WRITING real property suretyship promise to answer to debts 1 2 contracts that cant be performed in a year 3 4 executors promise promise to answer for debts of dead 5 Prenups 6 Sale of goods 500 Sufficiency of consideration preexisting duty past consideration gift 1 legally sufficient 2 bargained for Pepper corn rule won t see if consideration is accurate There s enough consideration to see if a contract was made A thing of the slightest value will suffice to consideration for the execution of a contract Lacking consideration Preexisting Duty extortion has preexisting duty to do the job with the a certain amount change in circumstances hurricane Past consideration promises made in return for actions or events that have takin place gifts Gift money as a gift is can t be enforced in a court of law Void and voidable contracts Void contract cannot be safe contracts that are to do illegal things or against public policy no contract exists Voidable contract can be void at one of the persons discretion 1 With minor 2 Under duress Minimum essential terms of a contract 1 intent of the party 2 has to be a quantity term 3 has to be a remedy CHAPTER 10 Perfect tender rule exceptions to the rule Perfect tender nonconforming goods or if method of delivery fails the buyer has option to accept in part deny in part or deny in full Parties can wave perfect tender Exceptions to perfect tender 1 Right to cure opportunity to right the wrong 2 Substitution of carrier at sellers expense 3 Agreement of the parties wave perfect tender Mitigation of damages o If you re a plaintiff and you get injured you need to find another job try o Don t sit on thumbs o Do everything you could to better Complete and substantial performance of contracts o Complete a party performs exactly as agreed o Substantial when a party performs substantially all of the terms of a contract Mow the lawn and get 90 percent done they can t retract their offer You did a substantial amount of the work Also has to do with similar materials Liquidated damages make an certain effort come up with an amount o In the event of a default or breach of contract a certain dollar amount is to be paid o Enforceable by court o Used if its hard to understand what the damages will be exactly o So we put an X amount of damages amount on the contract Penalty clauses NOT ENFORCEABLE BY COURTS o Look like liquidated o Serves as to penalize the other party Nominal and material breach o Nominal not enforced awards are usually small to recognize wrong doing o Material doesn t deliver on time or delivers wrong materials courts will be concerned HEART OF CONTRACT Impossibility impracticability frustration of purpose o Impossibility even if we wanted to we can t go through with contract tree crushed car Give party time to carry out contract fully Considered impossible when 1 One of the parties dies 2 Subject matter is destroyed 3 Change in law renders it illegal o Impracticability doing business would send a business into bankruptcy o Frustration purpose no reason to rent the balcony CHAPTER 11 What does the UCC cover Who are the parties to UCC agreements o UCC article 2 sales of goods tangible items that can be moved Doesn t cover 1 services 2 real property or 3 intangible real property o UCC article 2a leases Lessor lessee Commercial and consumer Noncomforming goods right to reject time to reject giving notice of nonconformity o Nonconforming goods doesn t meet goods ordered Buyer must inform seller The buyer has the 1 Right to reject Time to reject reasonable time 2 Revoke acceptance 3 Keep and sue for difference o Giving notice alert seller o If you don t do this you are responsible Shipment contracts destination contracts non delivery contracts risk of loss o Shipment contract risk passes to buyer when shipment is made delivered to carrier o Destination risk doesn t pass to buyer until package makes it to destination o Non delivery title passes at the time and place the contract is made o Risk of loss who s accountable Commercial units o You can reject nonconforming goods but has to be a commercial unit Requirements contracts output contracts UCC does away with mirror image rule o You have
View Full Document
Unlocking...