BCOR 3000 1nd Edition Lecture 11 Outline of Last Lecture I Contract Parties II Contract Characteristics III Bilateral vs Unilateral IV Examples of Bilateral and Unilateral Contracts V The Importance of FORM VI Classifications Formal vs Informal VII Quasi Contracts VIII Contract Interpretation IX Oral Contracts Outline of Current Lecture I Agreement II Offer III Special Offers IV Offeree Options V How an Offer Dies VI Acceptance VII Effective Times VIII E Contracts IX Shrink Wrap Contracts X E Signature XI Federal E Sign Act XII Key E Sign Act Provision Current Lecture These notes represent a detailed interpretation of the professor s lecture GradeBuddy is best used as a supplement to your own notes not as a substitute Chapter 10 Agreement Agreement Offer Acceptance Offer issues Are the offer reqs met If so is it still open or has it terminated Acceptance Are the acceptance reqs Met Offer 3 basic requirements Objective Intent Terms that are reasonably definite or certain Communication to the offeree All 3 must exist for offer to exist Will look at each in more detail Offer Requirement 1 Objective intent Does offeror intend to be bound Not if Jest Lucy v Zehmer has to make sense if it doesn t then void Anger contracts made out of anger are invalid Exploratory questions trying to get an idea of where someone stand in a contract Ex going back and forth in terms of value negotiating price of a car Reasonable person standard Based on all facts and circumstances Offer Requirement 2 Terms reasonably definite or certain Cannot be too vague there need to be more specifics dates times for it to become a contract OK if some details missing Ex cleaning yard for 20 hour don t need to go into details of what tools will be used or what will exactly be happening Examples for a good price I ll do some painting for you Offer Requirement 3 Communicated to offeree Not effective until offeree receives Reward not due if finder did not know of reward Only the specific offeree s can accept if an offer is made to one person at a different rate it can only be accepted by that person Anyone who over hears cannot accept that offer Only to whom the offer is made may accept Ex You return a lost dog but did not know of a reward B c you did not know of the offer after returning it you are not eligible to receive the reward Special Offers Advertisements Not offers It is more of an invitation to deal Ex A store advertises a gallon of milk for 3 that is not an offer Contract law no need to honor ad price but statutes now require it Very specific ads are offers Car ads with stock numbers are offers but for only one car Under contract law allows for a contract to be formed with price stated online Internet Price Under truth and advertisement laws allows for contract to apply to one vehicle Ex Realty Ad not necessarily an offer can be adjusted by realtor Over Acceptance Problem Many people could accept an ad for example with an advertisement of property This could create a problem b c 3 people could be held in a contract This is why advertisements are not offers but more of an invitation to deal Ex First with 550 This is a unilateral contract because it is requiring action If John Doe brings 550 to the seller first it is automatically his even in Susie May brings 600 a few hours later Offeree s Options 1 Accept forms contract Neither can later unilaterally back out 2 Reject kills offer Offeree cannot later accept Once an offer is killed in can no longer be resurrected A new offer can be made that is similar but the prior offer can never come back to existence Even if you come back a few days later b c you changed your mind there is no offer to accept b c it was killed with your rejection 3 Counteroffer Rejection new offer 4 or simply Ignore How does an offer die Offeree rejects or counteroffers Offeror Revokes Can take back offer as long as it is before the offeree accepts Lapse of Time As stated or if not reasonable I ll sell you my car for 8000 Let me know by Tuesday Contact will die after Tuesday if no response Subject matter destruction If car gets flooded and destroyed then offer is dead Death or incompetency Supervening illegality If an offer for cocaine is made and laws make it illegal after the deal then the deal becomes dead Acceptance Unequivocal has to be clear that you want to accept That sounds like a great deal price not sure very unclear no acceptance Yes I ll take it clear acceptance Must be identical to offer Mirror image rule the acceptance has to be identical to the offer Any change in terms no acceptance Usually treated as counteroffer or rejection Ex Offer Selling my Subaru Outback w o the rack on top Offeree I ll take your Subaru with the rack This is not acceptance because the terms were changed in the process They did not mirror each other therefore no contract Effective Times Offer when received Acceptance when sent Mailbox rule o As soon as it gets in the mail the contract is formed o Yes effective even if lost Offeror has uncertain period Use specific dates and times October 10th at 10pm not a time period 10 days Offeror can modify in offer Offeror can modify acceptance by saying Your acceptance is accepted when I receive it in the mail Rejection when received Revocation when received If one party makes a situation inconsistent then the person receiving the inconsistency gets to make the decision Offers rejection and revocation are all enacted when RECEIVED Acceptance is only enacted when SENT Counteroffer Example Dealer says I ll sell this car for 8 500 Buyer I ll give you 8 000 Dealer There is a mistake that car should sell for 10 500 but we must let you have it for 8 500 What is wrong here o The 8 500 is now dead with the counter offer o Because there was a mistake previously the new offer of 8 500 can be allowed E Contracts General contract law principles apply Seller Licensor usually sets the terms Clicking is effective as acceptance Unread terms are binding Shrink Wrap Contracts Terms generally enforceable upon opening and using Ex textbooks DVDs software Courts sometimes refuse to enforce Browse wrap terms usually not enforceable because have not been agreed to Terms are on another page Allowed to browse site anyways E Signatures Many kinds of E signatures State law variation though the variation is decreasing Uniform Electronic Transactions Act UETA uniform law most states Cannot deny legal effect solely because signature is electronic Federal E Sign Act Fed Act specifically states