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31 Cards in this Set
- Front
- Back
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R2d 24-Offer Defined
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Offer is a manifestatio of willingness to enter into a bargain so made as to justify another person in understanding that his assent to the bargain is invited and will conclude it
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R2d 30 Form of Acceptance Invited
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Offer may invite or require acceptance to be made by an affirmative answers in words, or by performing or refraining from performing a specified act, or may empower the offeree to make a selection of terms in his acceptance
2-Unless otherwise indicated by the language or the circumstances, an offer invites acceptance in any manner and by any medium reasonable in the circumstances |
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32: Invitation of Promise or Performance
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In case of doubt, offer interpreted as inviting offeree to accept either by promising to perform what the offer requests or by rendering the performance, as the offeree chooses
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36: Methods of Termination of Power of Acceptance
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Offeree's power of acceptance may be terminated by: rejection/counter, lapse of time, revokation by offeror, death or incapacity of the offeror or offeree
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37: Termination of Power of Acceptance under Option K
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Nothwithstanding 38-49, power of acceptance under an option K is not terminated by counter-offer/revokation, or death or incapacity of offeror, unless the requirements are met for the discharge of a contractual duty
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40: Time When rejection or counter-offer terminates the power of acceptance
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Mailbox Rule
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41: Lapse of Time
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offeree's power of acceptance terminated at the specified time in the offer, if no time specified, at the end of the reasonable time. Reasonableness depends on circumstances existing when the offer and attempted acceptance are made
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42:Revocation by Communication from Offeror Received by Offeree
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Offeree's power of acceptance terminated when offeree receives from offeror a manifestation of an intention not to enter into the proposed contract
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43: Indirect Communication of Revocation
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Terminated when offeror takes definite action inconsistent with an intention to enter into that proposed contract and offeree acquires reliable information
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45: Option Contract created by part performance or Tender
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Where offer can only be accepted by performance, option K created when the offeree tenders or begins the invited performance or tenders a beginning of it. 2-offeror's duty of performance under any option K so created is conditional on completion or tender of the invited performance in accordance with terms of offer
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48: Death or Incapacity of Offeror or Offeree
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offeree power of acceptance is terminated when the offeree or offeror dies or is deprived of legal capacity to enter into the proposed contract
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50: Acceptance of Offer Defined; Acceptance by Performance; Acceptance by Promise
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1-acceptance of an offer is a manifestation of assent to the terms thereof made by the offeree in a manner invited or required by the offer
2-acceptance by performance requires at least part of what the offer requests be performed or tendered and includes acceptance by a peformance which operates as a return promise 3-acceptance by a promise requires that the offeree complete every act essential to the making of the promise |
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52: Who may accept an offer
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offer can be accepted only by a person whom it invites to furnish the consideration
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54: Acceptance by Performance;Necessity of Notification to Offeror
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No notification is necessary unless the offer request such a notification
2-If reason to know offeror has no adequate means of learning of the performance with reasonable promptness and certainty, contractual duty discharged unless: reasonable dililgence to notify, offeror learns of performance within a reasonable time, offer indicates notification of acceptance is not required |
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56: Acceptance by Promise; Necessity of Notification to Offeror
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Except as stated in 69, it is essential to acceptance by promise either that you exercise reasonable diligence to notify the offeror of acceptance or that the offeror receive the acceptance seasonably
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60: Acceptance of Offer Which States Place, Time, or Manner of Acceptance
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prescribe-must comply
permit-use reasonable means |
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62: Effect of Performance by Offeree where offer invites either performance or promise
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1-where offer invites choosing between performance or promise, tender or beginning of the invited performance or a tender of the beginning of it is an acceptance by performance, such an acceptance operates as a promise to render complete performance
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63: Time When Acceptance Takes Effect
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as soon as out of possession even if it doesn't reach offeror; acceptance under an option K not operative until received by offeror
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64: Acceptance by Telephone or Teletype
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instantaneous communication same as in person
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69: Acceptance by Silence
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normally not ok except:
1-reasonable opportunity to reject them and reason to know that they were offered with expectation of compensation 2-reason to know silence would be acceptance 3-previous dealings show silence is acceptance |
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71: Consideration-Requirement of Exchange; Types of Exchanges
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1-to constitute consdieraiton, performance or return promise must be bargained for
2-performance or return promise is bargained if it is sought by the promisor given by the promisee 3. Performance can be: act other than promise, forebearance, creation, modification, or destruction of a legal duty |
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74: Settlement of Claims (Forebearance)
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forebearance which proves to be invalid will not be consideration UNLESS
1-claim or defense is in fact doubtful because of uncertainties 2-forebearing or surrendering party believes claim to be valid |
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82: Promise to Pay Indebtness; Effect on SOL
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1-promise to pay all of part of indebtedness owed by the promisor is binding if the indebtedness is still enforceable or would be except for SOL
2-voluntary acknowledgment, voluntary transfer of money, not using SOL as defense |
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86: Promise of Benefit Received
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1-promise made in recognition of material benefit previously received by promisor from the promisee is binding to the extent necessary to prevent injustice. Not binding if gift, no unjust enrichment, value disproportionate to the benefit
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87: Option K
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offer is binding as an option K is
1-in writing and signed by offeror, recites a purported consideration for making of the offer, and proposes an exchange on fair terms within a reasonable time, or is made irrevocable by statute 2-Offer which offeror should reasonable expect to induce action or forebearance of a substantial character on the part of the offeree before acceptance and which does not induce such action or forebearance is binding as an option K to the extent necessary to prevent injustice |
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89: Modification of Executory K
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K not fully performed can be modified if:
a-modification fair and equitable b-extent provided by statute c-extent that justice required enforcement in view of a material change of position in reliance on the promise |
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90: Promise Reasonably Inducing ACtion or Forebearance (PE)
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1-promise
2-promisor reasonably expect reliance 3-induces reliances 4-injustice 5-K is only remedy |
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UCC 1-205: Course of Dealings and Usage of Trade
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course of dealing-sequence of previous conduct which is common basis of understanding and interpreting expressions
usage of trade-written trade code, regularity of dealings in workplace |
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UCC 2-205 Firm Offer
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MERCHANT to buy or sell GOOD in a SIGNED WRITING which by terms gives assurance that it will be held open is NOT REVOCABLE for lack of consideration for time stated or for a reasonable time, but nor more than 3 MONTHS
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UCC 2-206: Offer and Acceptance in Formation of K
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If ambiguous-any manner and medium reasonable
a-for prompt shipment, accept by promise or shipment of conforming or nonconforming goods If unambiguous-invite acceptance only by terms. offeror is master of offer-construed against drafter |
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UCC 2-328 Sale by Auction
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Generally, auction with reserve. Can withdraw before completion. bidders are offeror
W/o Reserve: owner can't retract. bid retraction does not revive previous bid. |
