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40 Cards in this Set
- Front
- Back
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17. Requirement of a Bargain
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(1) Except as stated in Subsection (2), the formation of a contract requires a
bargain in which there is a manifestation of mutual assent to the exchange and a consideration. (2) Whether or not there is a bargain a contract may be formed under special rules applicable to formal contracts or under the rules stated in §§ 82-94. |
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20. Requirement of Manifestation of Mutual Assent.
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A manifestation of mutual assent by the parties to an informal contract is
essential to its formation and the acts by which such assent is manifested must be done with the intent to do those acts; but, except as qualified by §§ 55, 71 and 72, neither mental assent to the promises in the contract nor real or apparent intent that the promises shall be legally binding is essential.] |
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20. Effect of Misunderstanding
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(1) There is no manifestation of mutual assent to an exchange if the parties
attach materially different meanings to their manifestations and (a) neither party knows or has reason to know the meaning attached by the other; or (b) each party knows or each party has reason to know the meaning attached by the other. (2) The manifestations of the parties are operative in accordance with the meaning attached to them by one of the parties if (a) that party does not know of any different meaning attached by the other, and the other knows the meaning attached by the first party; or (b) that party has no reason to know of any different meaning attached by the other, and the other has reason to know the meaning attached by the first party. |
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21. Intention to be Legally Bound
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Neither real nor apparent intention that a promise be legally binding is essential to the formation of a contract, but a manifestation of intention that a promise shall not affect legal relations may prevent the formation of a contract.
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22. Mode of Assent: Offer and Acceptance
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(1) The manifestation of mutual assent to an exchange ordinarily takes the form
of an offer or proposal by one party followed by an acceptance by the other party or parties. (2) A manifestation of mutual assent may be made even though neither offer nor acceptance can be identified and even though the moment of formation cannot be determined. |
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23. Necessity that Manifestations have Reference to each other
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It is essential to a bargain that each party manifest assent with reference to the manifestation of the other.
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24. Offer Defined
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It is essential to a bargain that each party manifest assent with reference to the manifestation of the other.
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26. Preliminary Negotiations
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A manifestation of willingness to enter into a bargain is not an offer if the person
to whom it is addressed knows or has reason to know that the person making it does not intend to conclude a bargain until he has made a further manifestation of assent. |
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25. When a Manifestation of Intention is Not an Offer.
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If from a promise, or manifestation of intention, or from the circumstances
existing at the time, the person to whom the promise or manifestation is addressed knows or has reason to know that the person making it does not intend it as an expression of his fixed purpose until he has given a further expression of assent, he has not made an offer.]. |
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30. Form of Acceptance Invited
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(1) An offer may invite or require acceptance to be made by an affirmative
answer 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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33. Certainty
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(1) Even though a manifestation of intention is intended to be understood as an
offer, it cannot be accepted so as to form a contract unless the terms of the contract are reasonably certain. (2) The terms of a contract are reasonably certain if they provide a basis for determining the existence of a breach and for giving an appropriate remedy. (3) The fact that one or more terms of a proposed bargain are left open or uncertain may show that a manifestation of intention is not intended to be understood as an offer or as an acceptance. |
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35. The Offeree's Power of Acceptance
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(1) An offer gives to the offeree a continuing power to complete the manifestation
of mutual assent by acceptance of the offer. (2) A contract cannot be created by acceptance of an offer after the power of acceptance has been terminated in one of the ways listed in § 36. |
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36. Methods of Termination of the Power of Acceptance
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(1) An offeree's power of acceptance may be terminated by
(a) rejection or counter-offer by the offeree, or (b) lapse of time, or (c) revocation by the offeror, or (d) death or incapacity of the offeror or offeree. (2) In addition, an offeree's power of acceptance is terminated by the nonoccurrence of any condition of acceptance under the terms of the offer. |
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38. Rejection
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(1) An offeree's power of acceptance is terminated by his rejection of the offer,
unless the offeror has manifested a contrary intention. (2) A manifestation of intention not to accept an offer is a rejection unless the offeree manifests an intention to take it under further advisement. A counter-offer by the offeree, relating to the same matter as the original offer, is a rejection of the original offer, unless the offeror in his offer, or the offeree in his counter-offer states that in spite of the counter-offer the original offer shall not be terminated.] |
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39. Counter-offers
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(1) A counter-offer is an offer made by an offeree to his offeror relating to the
same matter as the original offer and proposing a substituted bargain differing from that proposed by the original offer. (2) An offeree's power of acceptance is terminated by his making of a counteroffer, unless the offeror has manifested a contrary intention or unless the counteroffer manifests a contrary intention of the offeree. |
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40. Time When Rejection or Counter-offer Terminates the Power of
Acceptance |
Rejection or counter-offer by mail or telegram does not terminate the power of
acceptance until received by the offeror, but limits the power so that a letter or telegram of acceptance started after the sending of an otherwise effective rejection or counter-offer is only a counter-offer unless the acceptance is received by the offeror before he receives the rejection or counter-offer. |
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24. Offer Defined
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It is essential to a bargain that each party manifest assent with reference to the manifestation of the other.
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26. Preliminary Negotiations
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A manifestation of willingness to enter into a bargain is not an offer if the person
to whom it is addressed knows or has reason to know that the person making it does not intend to conclude a bargain until he has made a further manifestation of assent. |
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25. When a Manifestation of Intention is Not an Offer.
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If from a promise, or manifestation of intention, or from the circumstances
existing at the time, the person to whom the promise or manifestation is addressed knows or has reason to know that the person making it does not intend it as an expression of his fixed purpose until he has given a further expression of assent, he has not made an offer.]. |
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30. Form of Acceptance Invited
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(1) An offer may invite or require acceptance to be made by an affirmative
answer 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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33. Certainty
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(1) Even though a manifestation of intention is intended to be understood as an
offer, it cannot be accepted so as to form a contract unless the terms of the contract are reasonably certain. (2) The terms of a contract are reasonably certain if they provide a basis for determining the existence of a breach and for giving an appropriate remedy. (3) The fact that one or more terms of a proposed bargain are left open or uncertain may show that a manifestation of intention is not intended to be understood as an offer or as an acceptance. |
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35. The Offeree's Power of Acceptance
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(1) An offer gives to the offeree a continuing power to complete the manifestation
of mutual assent by acceptance of the offer. (2) A contract cannot be created by acceptance of an offer after the power of acceptance has been terminated in one of the ways listed in § 36. |
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36. Methods of Termination of the Power of Acceptance
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(1) An offeree's power of acceptance may be terminated by
(a) rejection or counter-offer by the offeree, or (b) lapse of time, or (c) revocation by the offeror, or (d) death or incapacity of the offeror or offeree. (2) In addition, an offeree's power of acceptance is terminated by the nonoccurrence of any condition of acceptance under the terms of the offer. |
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38. Rejection
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(1) An offeree's power of acceptance is terminated by his rejection of the offer,
unless the offeror has manifested a contrary intention. (2) A manifestation of intention not to accept an offer is a rejection unless the offeree manifests an intention to take it under further advisement. A counter-offer by the offeree, relating to the same matter as the original offer, is a rejection of the original offer, unless the offeror in his offer, or the offeree in his counter-offer states that in spite of the counter-offer the original offer shall not be terminated.] |
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39. Counter-offers
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(1) A counter-offer is an offer made by an offeree to his offeror relating to the
same matter as the original offer and proposing a substituted bargain differing from that proposed by the original offer. (2) An offeree's power of acceptance is terminated by his making of a counteroffer, unless the offeror has manifested a contrary intention or unless the counteroffer manifests a contrary intention of the offeree. |
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40. Time When Rejection or Counter-offer Terminates the Power of
Acceptance |
Rejection or counter-offer by mail or telegram does not terminate the power of
acceptance until received by the offeror, but limits the power so that a letter or telegram of acceptance started after the sending of an otherwise effective rejection or counter-offer is only a counter-offer unless the acceptance is received by the offeror before he receives the rejection or counter-offer. |
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43. Indirect Communication of Revocation
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43. Indirect Communication of Revocation
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45. Option Contract Created by Part Performance or Tender
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(1) Where an offer invites an offeree to accept by rendering a performance and
does not invite a promissory acceptance, an option contract is created when the offeree tenders or begins the invited performance or tenders a beginning of it. (2) The offeror's duty of performance under any option contract so created is conditional on completion or tender of the invited performance in accordance with the terms of the offer. |
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50. Acceptance of Offer Defined; Acceptance by Performance;
Acceptance by Promise |
(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 that at least part of what the offer requests be performed or tendered and includes acceptance by a performance 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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51. Effect of Part Performance Without Knowledge of Offer
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Unless the offeror manifests a contrary intention, an offeree who learns of an
offer after he has rendered part of the performance requested by the offer may accept by completing the requested performance. |
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54. Acceptance by Performance; Necessity of Notification to
Offeror |
(1) Where an offer invites an offeree to accept by rendering a performance, no
notification is necessary to make such an acceptance effective unless the offer requests such a notification. (2) If an offeree who accepts by rendering a performance has reason to know that the offeror has no adequate means of learning of the performance with reasonable promptness and certainty, the contractual duty of the offeror is discharged unless (a) the offeree exercises reasonable diligence to notify the offeror of acceptance, or (b) the offeror learns of the performance within a reasonable time, or (c) the offer indicates that notification of acceptance is not required. |
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59. Purported Acceptance Which Adds Qualifications
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A reply to an offer which purports to accept it but is conditional on the offeror's
assent to terms additional to or different from those offered is not an acceptance but is a counter-offer. |
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71. Requirement of Exchange; Types of Exchange
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(1) To constitute consideration, a performance or a return promise must be
bargained for. (2) A performance or return promise is bargained for if it is sought by the promisor in exchange for his promise and is given by the promisee in exchange for that promise. (3) The performance may consist of (a) an act other than a promise, or (b) a forbearance, or (c) the creation, modification, or destruction of a legal relation. (4) The performance or return promise may be given to the promisor or to some other person. It may be given by the promisee or by some other person. |
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43. Indirect Communication of Revocation
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43. Indirect Communication of Revocation
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45. Option Contract Created by Part Performance or Tender
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(1) Where an offer invites an offeree to accept by rendering a performance and
does not invite a promissory acceptance, an option contract is created when the offeree tenders or begins the invited performance or tenders a beginning of it. (2) The offeror's duty of performance under any option contract so created is conditional on completion or tender of the invited performance in accordance with the terms of the offer. |
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50. Acceptance of Offer Defined; Acceptance by Performance;
Acceptance by Promise |
(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 that at least part of what the offer requests be performed or tendered and includes acceptance by a performance 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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51. Effect of Part Performance Without Knowledge of Offer
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Unless the offeror manifests a contrary intention, an offeree who learns of an
offer after he has rendered part of the performance requested by the offer may accept by completing the requested performance. |
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54. Acceptance by Performance; Necessity of Notification to
Offeror |
(1) Where an offer invites an offeree to accept by rendering a performance, no
notification is necessary to make such an acceptance effective unless the offer requests such a notification. (2) If an offeree who accepts by rendering a performance has reason to know that the offeror has no adequate means of learning of the performance with reasonable promptness and certainty, the contractual duty of the offeror is discharged unless (a) the offeree exercises reasonable diligence to notify the offeror of acceptance, or (b) the offeror learns of the performance within a reasonable time, or (c) the offer indicates that notification of acceptance is not required. |
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59. Purported Acceptance Which Adds Qualifications
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A reply to an offer which purports to accept it but is conditional on the offeror's
assent to terms additional to or different from those offered is not an acceptance but is a counter-offer. |
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71. Requirement of Exchange; Types of Exchange
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(1) To constitute consideration, a performance or a return promise must be
bargained for. (2) A performance or return promise is bargained for if it is sought by the promisor in exchange for his promise and is given by the promisee in exchange for that promise. (3) The performance may consist of (a) an act other than a promise, or (b) a forbearance, or (c) the creation, modification, or destruction of a legal relation. (4) The performance or return promise may be given to the promisor or to some other person. It may be given by the promisee or by some other person. |
