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22 Cards in this Set
- Front
- Back
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When is an offer effective?
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An offer is effective when it is communicated to the offeree.
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What are some examples of offers?
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Phone call; Letter; PO
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How can you tell if it is an offer or an advertisement / solicitation for offers [Pepsico]?
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1.) Definiteness: Price, Qty, Delivery (Doesn't leave much to be determined)
2.) # addressees and a knowledge component (do they know if they are the only one that got it?) 3.) Language (I offer vs. I will consider selling) |
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What is a unilateral contract?
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Can accept only by performance.
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What are case examples of unilateral contracts?
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Cook v. Coldwell Banker
Petterson v. Pattberg |
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What is a bilateral contract?
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A promise for a promise. Can accept only by promise.
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What are case examples of bilateral contracts?
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Drennan v. Star Paving
Baird v. Gimbel Bros. |
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What if you can't tell whether it is unilateral or bilateral?
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Then it is ambiguous. Section 32 of the Restatement says can accept by promise OR performance.
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What is a case example of ambiguous contracts?
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Pettedor
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How do you know an offer is for a unilateral contract?
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Must be very clear that acceptance is by performance only.
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When is acceptance effective?
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Acceptance is effective when sent. Mailbox rule.
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What are the exceptions to the mailbox rule?
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1.)The address or postage is wrong.
2.) If it is an option K, then acceptance is effective when received. 3.) If the offeror expressly says that acceptance is effective when received. 4.)Method - if offer is sent by fast means (fax/email) and acceptance is sent by slow means (snail mail) then could mean acceptance is not effective when sent. |
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What is the method analysis?
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3/3 - revocation sent
3/4 - acceptance sent 3/5 - revocation received 3/6 - acceptance received K at 3/4 if mailbox rule and acceptable method. No K at 3/5 if method is unacceptable UNLESS it is an option K. |
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Is there acceptance?
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If yes, then have a K.
If no, then have to worry about revocation. |
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When is revocation effective?
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When it is received.
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What Q's do you ask in oral dealings followed by a formal K executed?
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When are the parties bound? If letter of intent, check if it is ambiguous.
If no oral deal and no K executed, then see if it is an offer. Like Quake and Problem 3-6 |
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What Q's do you ask in oral dealings followed by written confirmation?
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Is it goods or services?
If goods then UCC 2-207(2)(b) & (c). If services, then common law. |
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What Q's do you ask in agreement to agree situations?
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Issue is whether the court will set the open term for the parties. [Walker v. Keith]
Must ask if goods or services. If goods, then UCC 2-305. If services, then common law. |
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What are the possible situations for open terms?
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All three of these are 2-305
1.) Nothing is said 2.) Left to be agreed (under common law, in this situation, there is no K, but UCC says it's ok and will set price) 3.) To be fixed by 3rd party or objective standard. |
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If the question reads that the parties had oral dealings, what is your first question?
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Was there anticipation of a written K to follow? Then, did the parties intend to be bound? WHEN? At oral dealings or at written K?
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What factors do you look at to analyze intention to be bound?
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Time period btwn oral/letter of intent and formalization; language; terms (any missing?); actions B4; whether it is the type of deal usually put in a K; amt of $ involved; how big the deal is; how standard the deal is.
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What if there are additional or different terms in the acceptance?
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First ask who it is between? If no merchants, then it is common law and mirror image rule. If one merchant, then UCC 2-207 and terms are proposals only. If both merchants, then UCC 2-207(2) analysis.
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