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11 Cards in this Set
- Front
- Back
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New Building - destroyed by fire
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When a partially constructed new building/structure is destroyed by fire or act of God w/o fault of either party - the risk should be on the builder
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Existing Building - destroyed by fire
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When an existing structure is destroyed the risk will fall on the property owner
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Cross-Communications
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At common law under the mailbox rule, an acceptance was effective upon dispatch, not receipt. But if the offeree mails a rejection, changes her mind, and then sends an acceptance, the mailbox rule does NOT apply - in this situation, whichever communication is received by the offeror controls
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Physical possession of rejected goods
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Once the buyer had made an effective rejection or revocation, the buyer, who has taken physial possession of goods, is obliged to hold them for a sufficient time to permit the seller to remove them. Where the buyer resells the goods, he is entitled to reimbursement out of the proceeds for reasonable exprenses incurred in caring for and selling the goods - the buyers security interest is limited to "expenses reasonably incurred in the inspection, reciept, transportation, care & custody up to 10%" - the buyer is not permitted to retain such funds as he might believe adequate for his damages
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Risk of loss - F.O.B.
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The delivery term F.O.B.at buyer's lace of business or place of destination means that the seller must, at his own expense and risk, transport the goods to the buyer. The risk of loss in on the seller and the risk does not pass to the buyer until the goods are tendered to the buyer at the place of destination
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Doctrine of consideration
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Bargained for legal detriment - do or promise to do what he is not legally obligated to do - the detriment must induce the promise - if the detriment has already been incurred - it cannot be said to bhave been a bargained for exchange for the promise - hence past consideration is not consideration
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Surety Arrangement
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Where there is no prior obligation on the part of the third party to the creditor, debtors promise will be viewed as original and outside the SOF UNLESS the following requirments are satisfied:
1)3rd party must come under at least a voidable obligation to the creditor-promisee 2)there must be a principal-surety relationship b/t the 3rd party and the debtot-promisor 3)the creditor must know or have reason to know of the principal-surety relationship |
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Sellers liability for failure to deliver
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In general, a seller who wishes to escape from liability for his failure to deliver must show that his performance
1) has been made impracticable 2) by the occurence of a contingency the non occurence of which was a basic assumption on which the contract was made **the key determination is whether the seller "assumed a risk" **with respect to natural catastrophes (floods, tornados, blights) they are foreseeable so that the seller-farmer usually will be held liable for such occurences **Exception is the case of a farmer "who has contracted to sell crops to be grown on designated land" he may be excused when there is a failure of a specific crop either on the basis of the destruction of identified goods or because of the failure of a basic assumption of the contract |
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Doctrine of anticipatory repudiation
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The doctrine of anticipatory repudiation does not apply in unilateral contracts and in bilateral contracts fully performed on the side - where there is an anticipatory repudiation, the injured party may bring an immediate action for total breach
**does not apply if if there is full performance - as a result can recover partial payment |
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Statute of Frauds
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SOF requires a contract for the sale of goods of $500 or more to be in writing - SOF does does NOT apply to goods for which payment has been made and accepted
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Non-conforming shipment
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When a buyer accepts goods in substitution or in accomodation for those identified under the contract, he will be liable for the original contract price - the rationale is that the buyer should be put "in the same position" as if the contract has been performed.
**Under the UCC, the non-conforming shipment is both the acceptance of the offer and silmultaneously a breach. Since it is viewed as an "acceptance, the buyer is only obligated to pay the original contract price. |
