contracts
Whats an option?
Is it an offer made irrevocable by consideration- i.e. offeree pays offeror to keep the offer open for some period of time.
what is an unconscionable contract?
UCC 2-302. The clauses involved are so one-sided as to become unconscionable. Terms are oppressive and grossly unfair.
Homer offers his son Bart $400 if he signs up with boy scouts. If Bart does so, must Homer pay him?
Yes. Consideration is joining boy scouts at homer's request.
Can a promise not to assert a legal claim constitute valid consideration for a contract?
Yes. Consideration requires detriment to promisee or benefit to promisor and bargained-for exchange. Since not asserting a legal claim is a detriment and a benefit, if it is bargained-for it will constitute valid consideration.
Jed grants Miss Dithers mining rights to his ranch. Must the agreement be in writing to satisfy the Statute of Frauds?
Yes. the sale of unextracted minerals is considered within the SOF as an interest in land.
The Magic Supply House offers to buy all the rabbits Old MacDonald's Farm producers next year," and Old MacDonald accepts. Is the "quantity" term satisfied?
Yes: output contract.
Is a written agreement the only way the SOF may be satisfied under the UCC?
2-201: part performance, admission of contracts existence
UCC parol evidence rule?
2-202: in relation to sales contracts only, no evidence is admissible to show prior written or oral agreements, however a contract can be explained or supplemented by evidence of trade usage, or course of dealings or performance. Evidence of additional terms may be admitted if contract not a complete and exclusive statement of terms.
After Mt. Vesuvias erupts in destroying Pompeii, Catastrophe Gifts, Inc. bottles and sells Vesuvias lava. The squirting flower gift store chain orders 10,000. Under the UCC what is the place of delivery if it is not specified in the offer?
2-308, place of delivery is seller's place of business. If delivery time isn't specified, it is a reasonable time.
3 means of acceptance under the UCC
2-606. after a reasonable opportunity to inspect, manifest to seller that goods conform or are acceptable in spite of non-conformance; fail to reject within a reasonable time after a reasonable opportunity to inspect; act inconsistently with seller's ownership.
Ben Hur offers to sell his chariot to cousin Hardy Har Hur, for $400. Hardy Har accepts. What's the consideration in the contract?
400 and selling the chariot
Laurel Bakery offers to sell Oliver Hardy, its best customer, 15 cream pies for $20. "Drop us a line and let us know if you want them," the Bakery manager tells Oliver. Oliver mails his rejection August 8, and it arrives August 10. When is the rejection effective?
August 10. Rejection/revocation valid when received.
Noah offers to buy Joshua's lifeboat if more than 6 inches of rain fall in the next 40 days. Joshua agrees. Is Noah's duty to buy absolute or conditional?
Conditonal. duty to perform is contingent on the rain
Wicked Witch corners Dorothy and her little dog, Toto in the corner of a public library. Witch snatches Toto and says to Dorothy, "Sign this contract promising to sell me the ruby slippers for $10, you'll never see Toto alive again." Witches fingers close ominously around Toto's throat as she says this. Toto whimpers. Dorothy signs. She later welches and Witch sues to enforce the contract. What result?
Duress
Kermit takes his livestock to the county fair in hopes of selling it. Fozzie bear shows a particular interest in one of Kermit's sows, Miss Piggy. Fozzie asks the price, and kermit says, "$10,000." very high price for a pig, and Kermit defends the price on the grounds that this is no ordinary pig; she can dance. Fozzie asks for a demonstration, and he sees what he thinks is Miss Piggy dancing; in fact, Kermit has her pen electrified, and a few well-timed shocks are what create the appearance of "dancing." Fozzie buys piggy and finds out she can't dance. He seeks money back on grounds of fraud. Kermit defends on grounds that no reasonable person could believe pigs can dance. Unreasonable?
Fozzie wins. Undue credulity of defrauded party won't get the wrongful party off the hook.
Difference between a written agreement that's fully integrated and one thats partially integrated?
Fully integrated- intended to be a complete and final statement of their agreement. Partially- parties view terms as final but not only terms.
Does a promise to perform a "pre-existing duty" constitute valid consideration at common law.
Generally not. Consideration requires bargained-for exchange and either detriment to the promisee or benefit to the promisor. Where the promise to perform an act one is already obligated to perform, there is not detriment and as such no consideration.
Defenses to enforcing a contract?
Incapacity, illegality, unconscionability, fraud & duress, mistake, and SOF
If posted properly by acceptable means when is an acceptance effective?
Mailbox rule
Mike Angelo, newly arrived in the United States from Italy, develops an immediate fascination with baseball. He visits "Dugout Dave's Discount Memorabilia," to check out some baseball cards. the owner, Dave has a slogan "I love to dicker"- so he doesn't put a price tag on anything. Mike spots an old card with a famous name on it, and offers Dave $5,000 for it. Dave realizes that Mike has mistaken the player on the card- Babe Root, of the 1929 New York Spankies- for Babe Ruth, whose card would be worth $5000. Dave quickly accepts Mike's offer, knowing the card is worth about 50 cents. Dave rights up a contract that they both sign, and Mike goes to the bank to get the $5,000. When he tells the bank teller about his find the teller laughs hysterically, telling him of his mistake. Mike reneges on the deal. Dave sues. Mike defends on the grounds of mistake. Who wins?
Mike. It would be unfair to enforce the contract against Mike, not only because the price is so far out of line, but because Dave knew about the mistake. Furthermore, avoiding the contract wouldn't hurt dave. As a result Mike wins.
Is substantial performance sufficient to satisfy an express condition?
No
Henry is courting Anne. He promises marriage and Anne responds, "I'll only marry you if you promise never to have me beheaded." Henry responds, "Beheaded? Never my beloved. I promise." On this basis Anne consents. After they've been married a year or so, Henry's roving eye causes trouble and he decides to have Anne beheaded to get her out of the way. Can she enforce the prenup?
No because it wasn't in writing. Promises made in consideration of marriage must be in writing in order to be enforceable.
Wimpy's running for mayor, and the election is next Monday. For the past year, he's been borrowing money from Popeye to buy hamburgers, with a promise of repayment "Tuesday." Wimpy never in fact pays up, and over the course of a year he's run up a debt of $2,000. Popeye is fed up, and tells Wimpy, "If you don't pay me the whole $2,000 by Thursday, I'll sue you for it." Wimpy realizes that a lawsuit branding him a deadbeat, filed just before the election, would torpedo his chances of getting elected. Wimpy agrees to assign securities he owes to Popeye, which are worth $2,000. The following week Wimpy seeks to revoke the assignment on grounds of duress. What result?
No duress- threat of legitimate lawsuit is not duress.
Dorothy, owner of the Wizard of Odd-Sizes Shoe Store, and the Wicked Witch are chatting. Dorothy comments, "I'm planning on selling my ruby slippers for $50." Wicked Witch says, "Here's my check. I accept." Could a contract result?
No, Dorothy's statement wasn't an offer, but merely a statement of intent. Dorothy didn't intend to create immediate power of acceptance in Wicked Witch.
Caligula owes Trajan $100. Caligula slaps Nero around until Nero signs a contract whereby he agrees to take violin lessons from Caligua in return for Nero paying off Caligula's debt to Trajan. Nero doesn't pay Trajan .Can Trajan successfully sue Nero on the Nero-Caligula contract?
No, Nero has the same defenses against Trajan as he would against Caligula.
Washignton and Adams enter into a contract for the sale of Declaration of Independence placemats. They have a written contract intended to be a final and complete expression of their agreement. If a lawsuit concerning the contract later arises, will Washington be barred from introducing evidence of subsequent oral modifications by the PE rule?
No, PE only covers prior or contemporaneous oral agreements modifying, varying or contradicting the written agreement.
Papa bear agrees to sell Goldilocks 4 bushels of oats "only if I bring my son, Baby Bear, into my honey-gathering business." Is Papa Bear's promise enforceable?
No, Papa Bear's promise is illusory and thus not enforceable. An illusory promise is one unsupported by consideration, due to the party's completely unrestricted right to renege on his promise. here there is no restriction on Papa Bear's freedom of action- there is no condition which will trigger Papa Bear's duty to perform. As such, the promise is illusory since it is within his control entirely, and unenforceable.
Dan Amah writes to Goethals, asking him to dig a moat around Amah's property in return for $5,000. Goethals writes back, "Your offer is accepted. You must promptly acknowledge receipt of this acceptance." Contract?
No, because Goethals' acceptance wasn't unequivocal. By demanding acknowledgement, acceptance becomes counter-offer. If acknowledgement was merely requested or desired, acceptance would be unequivocal and contract would result.
HG Wells plans to build himself a time machine, to cost about $2,000. He goes to the No-Valu Hardware Store to order the materials for the machine. The No-Valu manager calculates Well's bill as $2,500. Wells agrees to pay, and the manager orders the materials from previous manufacturers. The manager subsequently checks over the bill, and finds he made an error of $150 in Wells' favor. There is no reason Wells should have known about the mistake. Is there a contract for $2,650?
No, contract for $2,500. No mistake, just error in calculation.
Alexander the Great throws a birthday party for his mom, Mrs. the Great. In between mouthfuls of cake and ice cream washed down with champagne, Alexander writes on a sheet of his stationary, "In consideration of today being Mom's birthday, I promise to give her Italy." Consideration?
No, didn't request anything in return for his promise.
Hunt Dogg, general contractor, makes a bid on a construction project- a hotel in the shape of Elvis. His bid is based in part on subcontractor Elektra Cution's low bid on the electrical work for the project. Before Hunt's bid is accepted, Elektra revokes its bid. Is its revocation valid?
No, due to PE.
Princess promises to sell her golden ball to Frog for $200 "unless I change my mind." Can Frog enforce Princess's promise?
No, illusory
Smalltown USA pd offers a $5,000 reward for info leading to the arrest of Bonnie and Clyde, infamous bank robbers. Bonnie and Clyde are staying at the Main Street Motel. Steve, followed by 78 other civic-minded citizens, approaches the police department with this information, which leads to the arrest of Bonnie and Clyde. Must PD pay $5,000 to each of the 79 informants.
No, just Stoolie. Offer here is made to the general public. Only the first person responding is considered the offeree.
Punjab holds Victoria's daughter, Mary, hostage until Victoria agrees to sell Punjab the Koh-i-Noor Diamond for $20,000, far below its true value. Victoria agrees in writing; however, she reneges as soon as Mary is released. When Punjab sues her for breach ,will the PE rule bar evidence of duress?
No, lack of consideration, fraud, and duress can be proven via extrinsic evidence.
Jack is desperate to sell his cow, and Butcher says, "Here, I'll give you 5 beans for it." Jack says, "no way!" Butcher adds, "But these beans are magic. They're worth much more than your cow." Butcher knows the beans are worthless, and chuckles as Jack hands over his cow in return for them. Subsequently the beans are struck by lightening and become "magic." When Butcher finds this out, he seeks to void the contract, which he claims is voidable since it was based on fraud- his own. Is he correct?
No, only Jack can void the contract.
Medici calls the Florence Art Supply Store and says, "Send a box of scented magic markers to Botticelli at his studio, and I will pay for them." If the markers cost $25, must Medici's promise to pay be in writing?
No, primary promise to pay another's debts, and the Statute of Frauds doesn't require a writing for such circumstances.
Nero is a big fan of gladiatorial bouts. His favorite gladiator is Spartacus. Nero fins out that his friend Romulus, has title bout tickets; if Spartacust wins his next 2 bouts, eh'l be in the title bout. Nero tells Romulus, "If Spartacus makes it to the final round I'll buy your tickets for $50." Romulus accepts. Does Nero's promise fail for lack of consideration?
No, this is a conditional promise not illusory.
Sorcerer offers to sell Apprentice his magic wand for $20 and stipulates acceptance by telegram. Apprentice mails his acceptance instead. Under the UCC, is the acceptance valid?
No- 2-206. If offeror specifically limits the acceptance to certain means, acceptance isn't valid if transmitted any other way.
The Krullen Heartless appliance store is located in a poor neighborhood. Sam Shyster is the sales manager at Krullen Heartless. He puts a sign in the window reading, "New Dishwashers- only $19." Fred, a 4th grade dropout sees the sign and comes in and wants to buy a dishwasher. Fred asks, "Is it really $19?" Sam says "Yeah- take a look at this contract. See? $19!" What Sam doesn't point out is that it's $19 a month for 10 years, chargeable to credit card. This is in small print buried toward the bottom of a 10-page contract. Sam tells Fred to sign, and he does, although he has difficulty understanding the contract at all since its all words and no pictures. Valid under UCC?
No- Unconscionable under 2-302.
Romulus leases Rome to Remus for 9 months, the agreement providing that at the end of the 9 months the lease shall automatically be renewed for 6 month intervals thereafter, unless either party terminates. Will the lease require a writing to be enforceable?
No- can be performed within a year.
Does the UCC make offers binding without consideration?
No- except under certain conditions. 2-205 offer can be irrevocable in the absence of consideration- firm offer- as long as the offeror is a merchant, the transaction concerns the sale of goods, and the assurance not to revoke was embodied in a "signed writing."
Busy and al enter into an agreement whereby they plan to drive every other liquor distributor in the country out of business by lowering their prices below cost for a period of 3 years. Voidable?
No- illegal restraint of trade
Socrates offers to sell his collection of Great Philosophers bubble gum cards to Plato for $20. Plato offers $15. at common law is Socrates' offer still valid?
No. Counter-offer terminates original offer. (mirror image rule)
Chickee, roadside entrepreneur sits near busy intersections waiting for car accidents to happen. When they do, he offers to testify on behalf of the driver who pays him the most, regardless of fault. Mr. Magoo gets into an accident at the intersection, and even though he's at fault, $500 convinces Chickee to testify for him. Magoo pays Chickee, but Chickee backs out and refuses to testify. Magoo sues Chickee, seeking "restitution." Will Magoo get the $500 back?
No- illegal, obstructs justice.
Ron offers to sell Mikhail is combination walkie-talkie/satellite-based defense system for $400. Mikhail gives Ron $5 to keep the offer open until February 25. Mikhail mails his acceptance February 24, and it arrives at Ron's on February 26. Assuming the mail is an authorized means of acceptance, is there a contract?
No- mailbox rule doesn't apply to option contracts.
Jack agrees to sell Giant a goose for $20. The goose is apparently unable to lay eggs; however, before the goose is transferred or the $20 paid, the goose begins laying golden eggs, which makes her priceless. Jack refuses to uphold the agreement, and Giant sues to enforce the contract. Will a court force Jack to sell?
No- mutual mistake.
The New World Cruise Company hires Christopher Columbus perform a publicity stunt for them- setting sail due West to discover America, in return for which New World will pay $5,000 and a lifetime of dramamine. Columbus agrees. Just before Columbus set sail, New World says, "We'll name the capital of Ohio after you if you go through with this." Columbus discovers America and collects his $5,000 and dramamine. Can Columbus enforce New World's promise to name Ohio's capital after him, at common law?
No- no consideration, already obligated.
Astor orally agrees to buy the Maltest Falcon, an antique, from Bogart for $1,000. Bogart hands over the Falcon, and Astor pays the $1,000. Can Astor subsequently get the contract rescinded since it violated the SOF?
No- once fully performed writing requirement is excused.
Usted Iza is a partner in the Taj Mahal architectural firm. His employment contract states that he cannot work in architecture within the same state for 2 years after he leaves TM. Is non-compete agreement void as a restraint of trade?
No- reasonable in time and place.
James Beardless, Army chef, wants a custom-built food processor with a work bowl large enough to hold 500 lbs. of chipped beef. He receives bids on the project of $90, $600, $700, and $800. The $90 bid was from the Come-N-Get-It Food Supply House, which intended to bid $900, but the bid was incorrectly transmitted by the telegraph company. Does a contract exist between James and Come-N-Get-It for $90?
No- receiving party should be aware of the mistake.
Witch agrees to sell her home, Gingerbread House, to Hansel, for $10,000. An hour later Gretel comes along and makes Witch a better offer- $15,000. Witch calls Hansel and tells him the deal is off. Can he enforce it.?
No- violates SOF.
Loch owns Ness Cafe. He offers to buy "All the alcohol I need next year" from the Liquor Wholesaler. Before Wholesaler accepts Prohibition is enacted and the sale of alcohol becomes illegal. Can Wholesaler still accept Loch's offer?
No-illegality
Does a moral obligation standing alone constitute consideration?
No.
King George III validly offers to sell Canada to James Monroe. Before Monroe accepts, George calls him and says, "I revoke my offer." Can Monroe still accept the offer?
No.
Marie Antoinette offers to buy "all the jewelry I want next year: from the Gill Otine Jewelers, and Gill Otine accepts. Contract?
No.
Under UCC can a non-merchant make an offer irrevocable in the absence of consideration?
No.
Casanova offers to sell his collection of hotel towers to Don Juan for $300. Don Juan says: "I don't want them." Can Juan turn around and subsequently accept the offer?
No. According to Restatement §36 express rejection terminates an offer.
In its advertising circular, the OK mart advertises wash and wear interview suits for $15.99. Offer?
No. Ads are invitations for offers, disseminating prices at which the seller will receive offers. No quantity, no clear offeree.
Hans Trojan, Commander of the Trojan Army, sends a wire to Joke company: "I need a price on 4,000 cubic feet of fake horse manure. Please give me a quote on the same." Offer?
No. An immediate power of acceptance must be created in the offeree in order for an offer to exist. Here the wire is a request for a price, not an offer.
Caesar offers Antony $500 to slip an asp into Cleopatra's bedroom so the snake will bite and kill Cleopatra as she sleeps. If Antony accepts is there an enforceable contract?
No. An offer to undertake an illegal agreement cannot result in an unenforceable contract.
Alphonse carves markings in a black stone and calls it the "Rosetta Stone." He and his friend Gaston, an antiques dealer, hatch an idea. They contract to have Gaston convince Champollion that Gaston will pay $10,000 for the stone, if Champollion can get it; Alphonse will offer to sell it to Champollion for $5,000 and then Alphonse and Gaston will disappear, $5,000 richer. Is the agreement enforceable?
No. As an agreement to defraud a 3rd party, the contract is void as illegal.
Rosebud General Contractor agrees to build a fabulous home, Xandu, for Charles Foster Kane in return for $750,000. Under the UCC, will the contract have to comply with the SOF?
No. Building a house is considered a service, no matter how the materials involved cost. As a service, the contract isn't subject to the SOF under the UCC.
Cinderella prmises to sell Fairy Godmother her coach for $500 "if i marry Prince Charming within 6 months. Fairy Godmother agrees. Is Cinderella's promise illusory?
No. Conditional promise, not illusory because there is a restriction on Cinderellas freedom of action- consideration.
Lion Hart is walking through the woods when he steps on a thorn. He languishes in pain for hours, screaming. Furdley Naturelover walks by, and, seeing Lion's predicament, removes the torn. Lion, immensely relieved, says, "Boy, am I grateful. I'm going to send you $1,000 a month as I live." Is Lion's promise supported by consideration?
No. Consideration requires a bargained for exchange. Furdley has already performed so his performance wasn't bargained for.
Enrico Fermi patents a new invention: a solar-powered flash-light. He enters into a written agreement to sell the patent to Albert; however they orally condition the sale on the review and approval of a patent expert, Moe Howard, of the patent law firm Larry, Moe and Curly, PC. Howard reviews the patent and tells Einstein, "it's bogus. only a stooge would buy this." Fermi sues Einstein, seeking to enforce the contract. Einstein wants to introduce evidence of the oral condition. Will PE rule prevent him from doing so?
No. Failure of condition precedent is admissible. Only binding if Howard approves the contract.
Jack agrees to sell his magic bean crop for this year to Butcher, for $200. Must the agreement be in writing?
No. Growing crops are not considered an interest in land, but are goods, under UCC §2-107(2). As such, since their price is under $500 and the contract will be performed within a year (both of which could otherwise require a writing), the oral agreement is unenforceable.
Eve offers a reward of $5,000 for her stolen diamond cocktail ring with secret decoder. Murray, a PO recovers the ring. Can Murray collect the reward?
No. He was duty-bound to recover the ring, his act fulfills a pre-existing lethal duty and thus no consideration.
Can Petey Barnum revoke offer to sell his solar-powered nightlight to Gil Ibble for $100 if Ibble has given him $5 to keep the offer open for one month?
No. Ibble has an option- and irrevocable offer.
Mata Hari has an agreement with the Ecdysiast Supply House whereby she agrees to buy the 500 pairs of tassels, over a period of 10 months, to be delivered in 50-pair shipments monthly. The first 2 shipments each have 50 pairs, and MH accepts and pays for them. The 3rd shipment contains only 30 pairs. Under the UCC, can Mata Hari rightfully reject the shipment?
No. Installment contract- under 2-612 a buyer must accept each installment unless its value is materially impaired and the defect cannot be cured. Here Ecdysiast can cure the defect by shipping the additional pairs- so Mata Hari cannot rightfully reject.
Washington tells Gainsborough, "I will give you $500 if you paint my portrait." When the portrait is half finished, Washington revokes the offer. According to modern courts, is Washington's revocation valid?
No. Irrevocable once the offeree begins performance. Thus if Gainsborough finishes the portrait, he can compel Washington to pay him the $500 or stop and sue for damages.
Lee offers to sell his country house to Grant for $50,000. He instructs Grant to wear a gray suit with a red sash the following Tuesday if Grant wants to accept the offer. Since the offer requests performance in return, is it an offer to enter into a unilateral contract?
No. Lee's offer requests an act to demonstrate acceptance, not as performance under a unilateral contract.
Under common law, in accepting an offer, may an offeree request additional terms?
No. Mirror image rule: acceptance must be a mirror image of the offer to constitute a valid acceptance; otherwise, it is a rejection + counter-offer
Lenin orally agrees to buy Nicholas' property, Tsarskoe Selo, for $15,000. Since the agreement is not in writing, is it void?
No. Most states hold that non-compliance with the SOF renders a contract unenforceable, not void.
Napoleon and King George are divvying up the New World. "I offer you Delaware and Massachusetts for $50,000," George writes to Napoleon. Napoleon writes back, "Throw in 50 gallons of clam chowder and you got a deal." At common law is there a contract?
No. Napoleon added new clause. Acceptance must be mirror image of the offer to result in a contract.
Letezia knows her son, Napoleon, wants to buy Russia. She promises to lend him the $50,000 purchase price. In reliance on this, Napoleon pays Alexander, Russia's owner, $50 for an option to buy Russia. Is Letezia bound to abide by her promise, under the doctrine of promissory estoppel?
No. Napoleon didn't suffer a palpable detriment; he only lost $50.
Rob offers Louis $10,000 for Louis' country home. "I don't know," says Louis. "I'll get back to you by the end of the week." Is the offer terminated?
No. Neither accepted nor rejected. He stated interest in bargaining further. Offer is still open.
Huang, artist sends a letter to an art dealer, Emperor, offering to sell his painting "sunset over breakfast" for $500. At the same time, Emperor Huang a letter offering to buy "Sunset oOver Breakfast for $500. The letters cross in the mail. Contract?
No. No mutual assent. Neither offer constitutes an acceptance since neither was sent with the expectation that it would form a binding contract.
Hy Nickin sells Bud Wizer his beverage store $25,000. He promises never to compete in the beverage business anywhere within 4 miles of the store. 6 years later Nickin opens a beverage store of his own, 2 miles from Wizer's Can Wizer enforce the agreement as is?
No. Non-compete agreements are restraints of trade and to be valid they must be reasonable in terms of time and place limitations.
Medusa is a magician, whose best trick is turn to her assistant to stone. Medusa hires an agent, Farley Mythical. The contract provides that Farley will use his best efforts to promote Medusa, in return for 10% of her earnings. Illusory?
No. Obligation to use best efforts restricts freedom of action- consideration.
Hatfield offers to buy "some of McCoy's moonshine equipment for $100." Could a contract result?
No. Offer is too vague. "Some of" doesn't create an offer sufficiently certain to be enforceable; a court couldn't supply the missing terms to fulfill the intent of the parties. As such there could be no contract.
At a lunch meeting on October 28, 1929, Speck Eluator offers to buy 10,000 shares Alchemy Welding Company stock for $200/share from Dee Fenestrated. On October 29, the stock market crashes and Alchemy drops to 59 cents a share. On October 30, Dee calls Speck, and says, "I accept her offer." Could there be a contract?
No. Offer lapsed due to business custom.
Can an offeror revoke once offeree has begun to perform?
No. Offer to enter into a unilateral contract becomes irrevocable once offeree begins to perform. §45
The Ginsu Warp Record Club sends Melanie Foofus a mailer which reads, in part: "A stupendous offer! First time ever! Every record ever recorded. You receive 10,000 records a week. We bill you in convenient month payments of $1,299.00. If we do not hear from you before next Wednesday telling us you reject this incredible offer, we'll assume you want the records and we'll start sending them immediately." Melanie doesn't respond. Contract?
No. Offeror can't insist on silence as means of acceptance.
Salzburg agrees to hire Mozart as his court musician as long as Mozart's work pleases him. Must the agreement be in writing to satisfy the SOF?
No. Only contracts incapable of performance within a year require a writing. Here, Salzburg could disappear of Mozart's work at any time and fire him within one year from the contract date.
Napoleon agrees to sell the Louisiana Territory to Jefferson for $2,000,000. They enter into a written contract intended to be the full and final expression of their agreement. Some months later when Jefferson sees the document again, he discovers that the territory description has been altered and the area described has been made smaller. Will PE rule bar admission of prior written negotiations that show the contract has been altered?
No. PE rule only bars extrinsic evidence of the prior agreements which contradict, vary, or modify the contract; evidence that the agreement was subsequently altered isn't barred
Marshall and Blackstone have a written contract for the sale of "Scales of Justice" candy dishes. When Marshall subsequently sues Blackstone for breach, does the PE rule forbid Marshall from introducing evidence that the written contract was not intended to be a complete expression of the agreement?
No. PE rule only forbids introduction of prior agreements or contemporaneous oral agreements which vary, modify or contradict a "fully integrated" contract, intended to be the final and complete expression of agreement. Evidence not fully integrated always admissible.
Prince finds a glass slipper on the sidewalk in front of his house. Unbeknownst to him, the slipper's owner, Cinderella, is offering a $1,000 reward for the slipper's return. Prince goes house to house looking for the slipper's owner, until he finds Cinderella and gives her the slipper. Does Cinderella owe him the $1,000?
No. Prince didn't know about the reward.
Donald promises to give his nephew, Looie, $1,000 as a birthday gift. Relying on his promise, Looie signs a contract to buy a hot tub on wheels. Is Donald's promise enforceable under the doctrine of PE?
No. Reliance must be reasonably foreseeable.
Lassie tires of her career in films and TV and decides she'd rather be an author. She scouts the local bookstore for potential ideas for a book, paying particular attention to the books on decorating. She scans titles like "Country Style," "Dutch Modern Style," and "French Provincial Style." This gives lassie an idea' she'll take advantage of her own expertise and write a book called "Doggie Style." She orally agrees to surrender all her royalties to her friend Rin-Tin in return for $4,000. The agreement isn't in writing. "Doggie Style" is a big success, earning over $200,000 in royalties. When Rin-Tin-Tin offers her $4,000 as her part of the bargain, Lassie "begs" off. Can Rin-Tin enforce the contract?
No. SOF requires writing for sale of intangible property with value greater than $5,000.
Matilda had a veritable wonderland of law ornaments in her front yard. Sandy passing by asks Matilda, "Would you consider selling the jockey holding the lantern for $150?" Matilda replies, "I accept." Could there be a contract?
No. Sandy's question is an invitation for negotiation or an offer but it is not an offer in and of itself.
Blake's impeccably groomed French poodle is stolen and he offers $10,000 for its return. Alexis who stole the pooch, returns it. Is Alexis entitled to the $10,000?
No. She was under pre-exisiting legal duty to return the dog. No consideraton
Is a revocation effective when dispatched under the "mailbox" rule?
No. The "mailbox' rule concerns only acceptance, not revocations. Revocations (and rejections) are only effective upon receipt.
Heathcliff orally agrees to support Catherine, the mother of his illegitimate child, for the rest of her life. Does the contract violate the SOF, since its performance may take longer than 1 year?
No. The contract is enforceable even though it is not in writing. Only contracts which cannot be performed within one year from the date of agreement require a writing. On these facts, Catherine may die within a year and Heathcliff's performance may be completed. Enforceable.
Minnie Mouse decides her husband Micky, is a rat. She leaves him and falls for his friend, Goofy. She and Goofy decide to get married. The Etty-Kette Paper Goods Company agrees to custom-make 350 chewing-gum-saver doilies for Minnie and Goofy's wedding. Contract price is $675. Once Etty-Kette has begun manufacture, must the agreement be in writing to be enforceable?
No. The doilies are "specifically manufactured goods"- goods not salable to other in the seller's ordinary course of business- and so the SOF is inapplicable under UCC §2-201(3)(a). Seller must have substantially began manufacture of made commitments for acquisition of the goods in order for the transaction to be removed from the Statute.
Shah Jihan is building himself a monument and needs a rock-cutting machine. He finds one in the Bargain Trader Newspaper, offered by Mimzeh for $10,000. Shah goes to Mimzeh's house, to inspect the machine, and offers her $10,000 for it, which she accepts. Before the transaction takes place, Shah finds out the rock cutter will not cut marble, which is the type of stone Shah is using, (unbeknownst to Mimzeh). Can Shah avoid the contract due to his mistake.
No. The issue here is whether Shah's unilateral mistake is grounds for avoiding the contract. The rule is that the unilateral mistake is only a defense to enforcing a contract if two conditions are satisfied: enforcing the contract against the mistaken party would be oppressive or grossly unfair, and avoidance would impose no substantial hardship on the other party. Here, there's nothing unfair about enforcing the contract against Shah; he had the opportunity to inspect the rock cutter and accepted it. Furthermore, Mimzeh had no reason to know about the mistake. As a result, the contract would probably be enforced.
Pavlov offers to sell his laboratory equipment to Fetchitt Rover. they argue about terms for a while, and then Fetchitt says, "Well, assuming we can iron out the details later, I accept your offer." Is there a contract?
No. This is an agreement to agree, not a valid contract. No unequivocal acceptance, and no basis on which to grant relief. Offer neither accepted nor rejected.
Sunny Days, inc contracts to deliver 1,000 combination beach towel/massage units to Life's A Beach, a wholesaler. The contract calls for proper insulation; in fact the insulation on this particular shipment is defective, resulting in the risk of electrocution for the unsuspecting sunbather. Sunny Days delivers the shipment to LAB warehouse, not realizing defect which would be obvious upon inspection. Due to a backlog of incoming shipments, Life's a Beach doesn't inspect the goods for 6 months. When it does can it rightfully reject them?
No. Under UCC 2-602 goods must be rejected within a reasonable time after delivery and seller must be notified.
Flybye Nite Co. agrees to sell the Fix-M-Up Hardware Store 500 electric-powered generators at $100 each. In the agreement, the quantity term is erroneously typed as "50." Fix-M-Up decides it doesn't want any more than 50 after all. Can Flybye Nite enforce the sale of the other 450 generators, according to the UCC?
No. Under the UCC, where a writing misstates the quantity term, the agreement is only enforceable to the amount stated in the writing
George's friend Benny tells him, "If you walk across the street to the hardware store, I'll buy you an axe." Is the promise supported by consideration?
No. act to receive axe is a condition, not consideration.
must the offeror expressly revoke his offer to offeree in order for the revocation to be valid?
No. any act inconsistent with the offer is sufficient to revoke as long as offeree knows about it.
Cleopatra hires Brutus to stab Caesar. If Brutus does so, must Cleopatra pay him?
No. contracts to commit crimes are unenforceable as illegal.
Louis owns Versailles. He orally agrees to sell Robespierre a cottage on part of the grounds and grants Robespierre a license to enter Louis' remaining property to use the swimming pool and jacuzzi. Robespierre changes his mind and backs out of the deal before moving in. Can Louis enforce any part of the agreement?
No. sale of cottage covered by SOF and license is not
The Lucrezia Borgia Exterminating Company decides to buy rat poison from the Rodent-A-No Manufacturing Company. Rodent-A-No sends out its list of terms (price, shipping, etc.) and Borgia wires back, "We will order most of our rat poison from you for next year." Under the UCC, could there be a contract?
No: no quantity term.
Publisher A intends to offer A&B booksellers 1,000 copies of its best-seller for $10,000. Its mail room makes a mistake and misaddresses the telegram containing the offer to Lafayette Bookmerchants instead. Can Lafayette accept the offer, thus creating a contract?
Only if a reasonable person could assume that Lafayette was the intended offeree; if Lafayette knew or had reason to know the offer was intended for someone else, the acceptance could not be valid.
Ok, you've got a written agreement, and you've got 6 other types of agreements related to it- prior written and oral agreements, and subsequent written and oral agreements. Of those 6 which are covered by PE rule?
Only prior written and oral agreements and contemporaneous oral agreements.
Butcher calls Jack and offers to sell Jack a handful of magic beans in return for a cow. Jack says, "I don't know," and Butcher responds, "Well, call me and let me know your decision." Jack mails his acceptance to Butcher the following day, and Butcher receives it 3 days later. When is acceptance communicated?
Only when Butcher receives it. Mailbox doesn't apply because Butcher specifically requested answer by phone.
On December 26, in the year O, Snowy Paperweights, Inc. comes out with commemorative paperweight depicting the manager where Jesus was born. Fred's Gifts orders 2000 of the paperweights. Neither mentions a price. Under UCC can price be inferred?
Price can be inferred under UCC 2-305(1) by determining "a reasonable price at the time of delivery."
Freud offers to sell his psychotherapy practice to Jung for $10,000. "I guess i'll go along with that," responds Jung. "But I wish you could lower it to $9,000, that way I could buy a new couch." Is there a contract?
Probably. Jung accepted the offer, albeit not entirely happy with its terms. However, if Jung was more equivocal on his acceptance (eg I'll buy, but I don't know about the price. Couldn't you lower it?...) it may operate as a rejection and counter-offer. The test is: would a reasonable person assume the original offer had been rejected?
elements of promissory estoppel
Promise which he should reasonably expect to lead promisee's action or forbearance, promisee does in fact justifiably rely on the promise to his detriment and injustice can be avoided only by enforcing of the promise
What 7 types of contracts must be in writing to conform with statute of frauds?
Sale of interest in land, contracts incapable of performance in less than one year, goods at least $500, securities, personal property other than goos w/value of more than $5,000, to answer for another's debt, or marriage.
What does promissory estoppel do?
Takes the place of consideration.
Morticia mails Lurch an offer and stipulates acceptance sent to her home, 1313 Mockingbird Lane. Lurch addresses his acceptance telegram to 1717 mockingbird lane. When is acceptance valid?
When received if offer is still open. If acceptance arrives at destination designated by offeror when a properly- addressed acceptance would have arrived it is deemed effective on dispatch.
Crippen writes to Gillespie, "I offer to sell you my surgical tools for $50." When Gillespie receives the letter, he calls Crippen and says, "I accept your offer." Is Gillespie's acceptance valid?
Yes
Khufu hires the King Valley Realty Co. as exclusive agents to sell his property, Great Pyramid. King Valley finds a buyer, Cheops, willing to pay Khufu's asking price, $200,000. IN order to enter into avalid sales agreement with Cheops, must King Valley's agency agreement with Khufu be in writing?
Yes
Lily Munster gives ten-lesson private classes on the art of embalming. Lilly shows up at the Crippen household seven weeks in a row on Thursday evening and teaches the Crippen youngster, Hawley Jr., how to embalm. His father, Hawley Sr. knows about the lessons but says nothing. Hawley Sr. didn't ask Lilly to come over but is familiar with her work and lets Hawley Jr complete the course. Will Hawley Sr's silence constitute an acceptance, making him liable to Lilly for the cost of the lessons?
Yes because he accepted services, having had the opportunity to reject them, under circumstances suggesting that a reasonable person would contemplate payment. As such he must pay Lilly.
Old Witch offers to sell her Gingerbread House to Hansel for $5,000. She tells him, "Let me know your answer via any means you like." Hansel decides to reject the offer, and sends his answer via carrier pigeon. He changes his mind and sends his acceptance via regular mail. The acceptance arrives first. Acceptance valid?
Yes because it arrived first. If rejection was first, the subsequent acceptance would have been a rejection and counter-offer.
Columbus orders six standard boats from New Wold Boats. The sails are defective; Columbus accepts 3 of them anyways. Under UCC, is there a rightful rejection?
Yes because this is not a partial acceptance under 2-601. Each ship will be considered a commercial unit.
The Trianon Bakery has a contract with Marie Antoinette to deliver 1,000 cakes for a Bastille Party Antionette is conducting. Trianon breaches, and Antionette threatens to sue. Trianon says, "If you agree not to sue, I'll give you a strand of priceless black pearls." Antionette agrees and accepts the pearls. Can Trianon enforce Antionette's promise not to pursue her claim?
Yes, supported by consideration in form of promise not to assert claim.
Mark Antony promises to buy a new barge for his girlfriend, Cleopatra, as a token of his love for her. Cleo goes out and leases a berth on the Nile, hires a crew, purchases barge accessories, and buys a new sailing wardrobe. Antony welches on the gift. Can Cleo enforce the promise?
Yes. Cleo's reliance on Antony's promise was reasonable and Antony could have reasonably anticipated her reliance.
Gepetto promises to sell Jim a woodworking set "if and only if my son Pinnochio enters my business." Is Gepetto's promise enforceable?
Yes. Conditional because triggering event isn't entirely within Geppetto's control.
On August 15, 1918, the Speer Mint puts out a memorial porcelain thimbles depicting the recently assassinated members of the Russian Imperial Family. Knick-Knacks Inc. orders 1,000 sets. Under the UCC, if the time of payment is not specified, will it be implied?
Yes- UCC 2-310, "payment is due at the time... buyer receives the goods."
Ramm Beau Weaponry Company hires Einstein as its research director. The term of the employment contract is 5 years, even though Einstein is terminally ill when the contract is created and is not expected to live more than 9 months. Must the contract be in writing to be enforceable.
Yes- cannot be performed within 1 year, and so it falls within the SOF. It doesn't matter what actually happens; it's the terms of the contract that count.
Frick orally agrees to buy 250 Statue of Liberty rubber erasers from Frack for $750. If Frick receives and accepts the erasers, is the agreement enforceable under the UCC SOF?
Yes- over $500 and partial performance
Washington hires the Potomac House Painters to paint his new house barn red. Potomac buys the paint but before it starts work Washington revokes, deciding he likes the mansion in its current color, white, instead. Assuming Washington's offer sought a unilateral contract, is the revocation valid?
Yes- prepared but did't perform.
"this writing is a final expression of all the terms agreed upon by the parties, and it is a complete and exclusive statement of those terms." fully integrated?
Yes.
Lear agrees to lease his Castle to Cordelia for nine months, the lease to begin 6 months from the signing of the contract. Must the lease be in writing under SOF?
Yes.
Mata Hari earns and loses a fortune in her lifetime. When she dies, the executor of her estate, Banda, agrees to pay the estate's debts with her own funds. Must the promise be in writing to comply with the SOF?
Yes.
Mayor of Munchkinland grants Dorothy an easement, in the form of a yellow brick road, across his property. Must the easement be in writing to be enforceable?
Yes.
Zeppelin company offers to seell a zeppelin to Cecil for $1,000. The next day, the Hindenberg hits a radio tower and is destroyed. Is the offer terminated?
Yes.
Fern owns an antique shop. She offers to buy Wholesalers' entire inventory of old string, over a period of months. In accepting her offer, Bugless includes an extra clause providing reasonable interest on overdue invoices. Is the additional clause part of the contract, under the UCC.
Yes. Additional terms depend on whether or not they materially add to or change the contract. When changes aren't material, offeror's silence constitutes acceptance . If material change: requires assent.
Langley offers by letter to sell his glider to Orville for $1,000, if Wright accepts by July 4. On June 20, Orville writes back, "How about $900?" Langley responds, "i'm not interested in those terms." Wright writes, on July 1, "I accept your offer." Contract?
Yes. Although Wright's letter constituted a rejection and counter-offer, Langley's subsequent letter implicitly revived the original offer. Since Wright's acceptance met the July 4 deadline, a contract exists.
Are promises to donate to charities enforceable?
Yes. Although it is said that other donees' donations are the consideration for each donation, the enforcement of such donations is firmly grounded on public policy.
The United Cross of Dimes, a major charity, holds a telethon to benefit Americans who have been injured on amusement park rides. Pat Reotik watches the telethon, and, in a fit of charitable ferver, calls in and pledges $100. Is Pat's donation enforceable?
Yes. Although it is said that the donations of other donees provide the consideration for each individual donation, the enforceability of such donations is really supported by the public policy encouraging charitable fund drives.
O'hara orally agrees to sell Butler her estate Tara if Butler promises to pay her annually for the next 20 years. Butler moves into possession of Tara, makes improvements on it, has his magazine subscriptions sent there, and pays the $2,000 ever year for the next 3 years. If O'Hara now wants to evict Butler so she can sell Tara to Wilkes, can Butler successfully resist?
Yes. Although the agreement violated the Statute of Frauds, Butler's payments constitute part performance, which removes the original agreement from the Statute of Frauds.
Christopher offers to sell his powerboat to Leif Erickson. He turns around and sells it to Isabella instead. If Leif overhears of the sale from two strangers at the local tavern, Newe Worlde, is the offer revoked?
Yes. An offer may be terminated if the offeree knows of an act by the offeror which is inconsistent with the offer. Selling the subject of the offer to someone else would certainly qualify as a revocation; however merely looking for other potential buyers would not.
Astor owns Mary's An-Teek Shop. In her inventory she has an unusual statuette of a black bird. A customer, Bogart, wants to buy it. Astor says, "Well, business is slow. It breaks my heart to do it, but I'll let you have the Malteste Falcon for $150." Offer?
Yes. Bogart could reasonably assume that Astor had created the immediate power of acceptance in him with her statement. The fact that she did so reluctantly doesn't change this because Bogart's perception of an "offer" wasn't affected.
Alexandra promises to give Rasputin $100 if he stops drinking for 1 week. If Rasputin does so, can he enforce Alexandra's promise?
Yes. Consideration is Rasputin's refraining from drinking.
Tut, aged 12, contracts to purchase a burial plot from Valley of the Kings Cemetery for $10,000. Real estate becomes much more valuable in the next couple of years, and Valley of the Kings wants to get out of the contract with Tut so it can sell the plot to someone else for a lot more money. Can Tut enforce the contract?
Yes. Contracts that infants enter into are voidable at their option only. The other party doesn't have the option of voiding the contract.
Syron agrees in a valid written contract to pick up a horse for Hector at the outskirts of Troy. Syron picks up the wrong horse; the horse he picks up is, in fact, filled with Greek soldiers. In the ensuing lawsuit for BOC can PE be introduced to determine which horse Hector meant?
Yes. Evidence will disclose an ambiguity and clarify it; thus admissible.
Dee visits the Mendel Greenhouse. She is looking over the pea plants, and George Mendel tells her, "I have pea plants with red flowers and some with white flowers. I'll send you any one of them for $5." Offer?
Yes. Giving offeree reasonable range of choices doesn't destroy the offer. As soon as Dee chooses a plant, the contract is formed.
Founding fathers select Ben Franklin to choose a king for the newly-formed US. He sends an offer in the mail to Prince Henry of Prussia. Fathers later decide an American king isn't such a hot idea after all, and they send a revocation on the same day Prince Henry sends his acceptance. The revocation and acceptance cross in the mail. Contract?
Yes. Mailbox. Acceptance valid when put in mailbox, revocation valid only upon receipt.
Drew pledges to donate $10,000,000 to Manna from Earth, an organization which houses and feeds the underprivileged. Delighted, Manna begins construction of an orphanage at Stonehenge. When the frame is up, Idd reneges on his pledge. Is the pledge enforceable?
Yes. Manna justifiably relied on Idd's promise in commencing construction.
In a letter Mo offers to sell Curly a combination massage unit/sun lamp, called "Shake 'n' Bake." In his offer, Mo stipulates that Curly's acceptance will not be valid until he receives it. Is this stipulation valid?
Yes. Mo protecting himself from mailbox rule.
Admiral Nelson mails his application for accident insurance, along with a check for $40, to the M. Pewtee insurance company. The check covers the first six-month premium period. Several months go by and M. Pewtee doesn't return the check. Is there a contract?
Yes. Nelson's application for insurance was an offer. Normally silence cannot constitute acceptance; however where silence is coupled with taking benefits atfer an opportunity to reject, there can be an implied acceptance, and a contract exists.
Magellen offers to buy the unusual birdbath Pisarro keeps in his front yard for $400, providing Pisarro gets it to Magellan's house by Saturday. Pisarro says, "well, i'm not at all fond of your terms, but OK." Contract?
Yes. Objective: would a reasonable person assume the original offer had been rejected?
Mistress Miller offers her first-born child to Rumpelstiltskin, in return for a pile of gold. Miller says, "I promise you faithfully that I will leave the offer open for one week." 3 days later before Rumpelstiltskin has made up his mind, Miller sells her baby to Cinderella, who is unable to bear children of her own. Assuming it is legal to sell children, was Miller entitled to revoke her offer to Rumpelstiltskin?
Yes. Offer is revocable in absence of consideration.
Tittle makes Aikman an offer. Aikman dies without accepting the offer. Does Aiman's passing terminate the offer?
Yes. Offer is terminated by death or insanity of either the offeror or the offeree.
Sonny Crocker's Ferrari is stolen and he offers $20,000 for its return. Leslie retrieves the car after learning of the reward, and returns it to Crocker. Is she entitled to the reward?
Yes. Offer was good to the public in general.
Einstein as a joke tells Oppenheimer, "I'll sell you my chemistry set for $5." Oppenheimer, who has no idea the plutonium alone is worth as many times as $5, says, "I'll accept." Could there be a valid contract?
Yes. Oppenheimer could reasonably have assumed that Einsteins statement created an immediate power of acceptance in him. The fact that he was joking is irrelevant; it's the appearance of a valid offer that counts.
Beast likes the idea of having a "kept woman." He promises to pay Beauty a generous annuity every year for the rest of her life. Relying on this, Beauty quits her job as the gift pointer-outer on a popular TV game show. Beast fulfills the promise for many years, during which time Beauty sits around eating pizza, reading cheap novels, and generally lets the temple that was her body fall to ruin. Is Beast obligated to continue paying the annuity under the doctrine of PE?
Yes. Promise which Beast should reasonably have expected Beauty to rely upon, she relied on it to her detriment, and enforcing the promise is the only way to avoid justice. Beauty can no longer get her job back, only way to avoid injustice is by enforcing the promise.
Mae West wants to cover her bedrom ceiling with mirrors so she can apply her makeup in bed. She receives bids on the project of $250, $300, and $400. The $250 bid was from Seamy Sometime Renovators, but it intended to bid $350; the bid was incorrectly transmitted by the telegraph company. Contract for $250?
Yes. Seamy chose the intermediary- the telegraph company, so it is bound to honor the bid they transmitted.
Kamp E-Kwipment Inc. agrees to sell fifteen pairs of hip boots to the our Lady of 115th Streeth Convent for its annual retreat. The contract price is $700, although the merchandise has a wholesale price of $120. Must the contract be in writing to be enforceable?
Yes. UCC 2-201. Sale of goods $500+ must comply w/SOF
Selznick, a film producer who is looking for a female lead in his new Civil War picture, mails an offer for the role to Esther Plotkin. Plotkin is overjoyed and immediately mails back her acceptance. The post office loses the letter and Selznick never receives it. Is there a contract?
Yes. Under the "mailbox" rule, acceptance is effective when it is mailed (as long as mailing is an acceptable means of acceptance). Thus it is binding even if offeror doesn't receive it.
Pope orally agrees to sell his country place, Santa Maria delle grazie, to da Vinci. da Vinci gives Pope a down payment and moves into Santa Maria. He begins to paint a giant mural, The Last Supper, on one of the walls. Da Vinci subsequently denies the existence of the sale contract. Can Pope enforce the agreement under the SOF?
Yes. perform act inconsistent with non-existence of a contract
offer
a manifestation of willingness to enter into a bargain, so made as to justify another person in understanding that his assent is invited and will conclude it
when does an offer expire?
at the end of a reasonable time- depends on trade customs, nature and subject matter of the contract
Consideration
bargained for exchange
ways in which offer can be terminated
revocation, death/insanity, illegality, rejection/counter-offer, lapse of time
Exceptions to PE rule
defects in formation, agreement not final, omitted/ambiguous terms
condition
event or circumstance that a party's duty to perform is contingent upon
condition precedent
event that triggers party's performance
condition subsequent
event which discharges a duty to perform that had become absolute
express condition
expressly in contract
UCC additional terms
if both parties are merchants and offeror hasn't limited the offer to the original terms, and the changes aren't material, offeror's silence on the additional terms constitutes acceptance. If additional term proposes a material change, it will require assent to become part of the contract
how to determine fully integrated
if the parties intended it as the full and final statement of their agreement.
Ali Baba is out hiking on his property one day and stumbles into a hidden cave, which is stuffed with ancient treasure. He runs home and calls his GF Scheherezade. She's thrilled, and he says, "Naturally, I'll split it with you." As a result of the find, Ali Baba is fabulously wealthy, and he welches on his promise to Scheherezade. enforceable due to PE?
no- no detrimental reliance
UCC 2-205
offer can be irrevocable in absence of consideration as long as offeror is a merchant, transaction concerns sale of goods, and assurance not to revoke is embodied in a signed writing. Max length= 3 months.
concurrent condition
parties must exchange performance simultaneously
what is required to constitute a sufficient "writing" under the SOF outside the UCC?
subject matter, parties' identities; promises and essential terms, signature of party to be charged
In whom does the power of acceptance rest?
the person to whom the offer is addressed.
Under what circumstances are non-compete agreements valid?
they must have been reasonable in terms of time and place restriction
What's the status of a contract that an infant enters into?
voidable
Mary is seriously mentally deranged but she has never been adjudged mentally incompetent. She contracts with a cookware shop, the happy cooker, to purchase $500 worth of cooking supplies so she can open a catering business. Shortly after Mary is certified insane. Void?
voidable at Mary's option because she entered into it before she was deemed incompetent
what is fraud?
when one party obtains the other party's assent to a contract by misrepresenting a material term
what is duress?
where one party's assent is induced by any wrongful act or threat such that his assent wasn't a matter of free will
can an offer made in jest ever be in the basis of a contract?
yes as long as a reasonable person in the offeree's shoes would understand the offer to create a power of acceptance in him
Camelot Army store puts ad in paper: "Sale-Saturday only-singing sword, Excalibur. Was $500, now only $24. First come first served. Will open at 10am." Arthur sees the ad, camps out in front of Camelot Friday night, and is the first one in on Saturday morning. He says, "I accept your offer for Excalibur. Here's my $24." Is there a binding agreement?
yes because camelot's offer was specific as to quantity, price, stated to whom the offer was made and was worded as a promise. Created a power of acceptance in Arthur. When he accepted a contract was formed.
does a missing quantity term invalidate a contract?
yes because without a quantity term there is no reasonably certain basis on which to give an appropriate remedy
Roger Thornhill, a teetotaler, is at a party one night. He's delighted that there's a big punch bowl of fruit punch. He drinks a lot of it, not realizing that it's Electric Kool Aid, a very potent brew indeed. He gets completely intoxicated. In a drunken state, he calls Windshear Airlines and buys a plane ticket to South Dakota on a credit card. The ticket is nonrefundable. Before he's due to leave, he sobers up and wants to get out of the purchase. Can he disaffirm the purchase?
yes. Contracts by people lacking capacity are voidable at their option.
Emperor Maximilian of Mexico knows that President Monroe has long wanted Texas and the two men have dabbled with the idea of a sale. However all the talk's come to nothing. Max is at a White House reception, and walks up to Monroe. He slaps Monroe on the back and says, "Tell you what. I've been thinking about this for a while. I don't particularly like the weather in Texas and I know you want the land, so i'm going to give Texas to you." Monroe says, "Are you kidding?" Max says, "absolutely not." When Monroe calls the following week, Max reiterates the promise. Monroe is thrilled, and he moves 500,000 settlers into Texas, redesigns the American flag, commissions a new map, and establishes a football team in Dallas, all of which costs about $10 million. Maximillian changes his mind. Can Monroe enforce the promise?
yes. Maximillian made a promise on which he should reasonably have expected Monroe to rely, Monroe justifiably relies on the promise to his detriment, and injustice can only be avoided by enforcing it
Mo and Shemp are philateists. Shemp finds a stamp under a kitchen tile which he's never seen before- a Hawaiian Missionary 2-cent stamp. He writes to Mo, desribing it. Mo hasn't heard of it either, but always on the lookout to expand his stamp collection, he writes back to Shemp, offering him $20 for the stamp. Shemp writes back a letter accepting the offer, and then thinks the better of it, and doesn't mail the acceptance. However the letter gets shuffled around in with bills and Shemp's wife mails it by mistake. Acceptance?
yes. Objective. if reasonable person would assume offeree had manifested his assent, there is a contract.
Peewee runs Peewee's Novel-tee Shop. He gets regular shipments from the Whoopie Cushins R Us Wholesaler. Peter who owns Cushions r us, and Pewee have a system whereby Peewee stands on the steps of town hall on the 3rd of each month, and performs the soliloquy from Hamlet, if he wants to return that month's shipment. Could this unorthodox arrangement constitute a valid offer and acceptance?
yes. Prior relationships, past practices, and industry customs are all relevant in determining whether there has been a valid offer and acceptance.
Nora Nobhill, SF resident writes to Shakeley, telling him: "I'll give you $1,000 to earthquake proof to my house if you promise by noon on Saturday to have the job finished before the earthquake is supposed to hit, next Thursday," Shakeley receives the letter and immediately begins work, and finishes it before Saturday at noon. He immediately calls Nora to tel her the job is finished. Is there a valid contract?
yes. Shakeley accepted a bilateral contract through performance. This is valid as long as: 1. The work is complete before the return promise is due, and 2. the offeror is notified of completion before the return promise is due.
