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| Where the original contract is extinguished when a new, different performance is agreed to in satisfaction of the original. Generally, an accord requires consideration. |
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| When there is a good faith dispute over funds, and the person pays with a check marked “payment in full” and the other party signs and deposits the check, has there been a sufficient accord and satisfaction? |
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| Refund offers can be revoked by... |
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| ...a manner and frequency similar to that of the offer. |
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| The seller has a right to cure a non-conforming shipment, even if they buy wants to cancel it all. Even if the first shipment of chocolate was coated in rat hairs. Gross. |
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| When there is a fully-integrated writing, the Parol Evidence Rule bars... |
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Definition
| any oral agreement made PRIOR or CONTEMPORANEOUS to that writing. |
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| No consideration is required for a contract modification between... |
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RULE: Most duties are delegable and most rights are assignable.
Exception: |
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| when the assignment or delegation would substantially impair the obligor’s risk |
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| Between merchants, when one party proposes different terms of the deal they automatically become part of the contract unless (3 things): |
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Definition
i. they materially alter the terms of the deal;
ii. the other party rejects in a reasonable amount of time; or
iii. the original offer expressly limits the offer to the current terms |
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Term
| What happens when an aunt, who promised her whole estate to her niece, dies and leaves the entire thing to the nephew, and the nephew offers to share half with his sister. Enforceable contract? Furthermore, what if she incurs $800 in travel expenses to make it to the funeral so the two of them can discuss it there? Can she recover the $800 in reliance on his promise? |
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Definition
| NO AND NO. The nephew owes the niece nothing. No consideration. |
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| Silence can equal acceptance, which can equal... |
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| an implied in fact contract. |
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Term
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Definition
| A novation occurs when the parties agree to change performance on an executor contract to a third-party. For a novation to occur, all parties must agree that the new parties will assume the duties and receive the benefits of a new contract. |
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| Rights must vest in the third-party beneficiary BEFORE |
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| If the person to whom the duties were delegated fails to follow through, may the other party may bring suit against the original obligor? |
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Definition
Oh yeah!
Exception: novation |
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Term
| Adults can affirm contracts they entered into as children by... |
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Definition
| making changes to the K, thus becoming liable on the K. |
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Term
| If the promisee doesn’t even know about the third-party beneficiary... |
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Definition
| the third-party beneficiary's rights haven't vested. |
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Term
| When another assumes the rights and duties of a promisor, and fails to pay a promisee,against whom may the contract be enforced? |
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Definition
Both parties. Promisor remains liable on the contract.
The promisee may bring suit against both the other and the promisor. |
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Term
| Under the UCC, if the seller ships unconforming goods, until when does he have a right to cure? |
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A weather vane collector placed the following
ad: “I will pay $300 for information
as to where I can purchase a Connecticut
copper weather vane with Victorian Serpentine
Motif in good condition.” The ad, which
included contact information, was placed on
Fri, Dec 5, and was to run a full week,
starting on Sunday the 7th. A friend of the
collector’s knew of his quest for the weather
vane, but she did not see the newspaper ad. On
Sunday morning, she saw at a swap meet the
exact type of weather vane the collector sought
and called him to tell him about it. The collector
hurried down to the swap meet and got his
weather vane at a good price.
On Mon, Dec 8, the friend saw the
collector’s ad in an open newspaper. She called
the collector and asked him to pay her $300 for
the tip. After he declined, saying the offer was
revoked when he purchased the weather vane,
she sued the collector for her reward.
Will she prevail? |
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Definition
No; the friend cannot collect because
she did not know of the offer when she
accepted. |
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Term
On June 1, a homeowner sent a letter to a
painter that stated, “I will pay you $8,000 for
painting the exterior of my home, provided
you commence painting by July 1 and finish
by July 10.” On June 5, the painter sent the
owner the following letter, “I am available to
paint your house, but I cannot do the work for
less than $10,000.” On June 10, the painter
sent the following letter to the homeowner, “I
have changed my mind. I will do the work for
$8,000. I will start on July 1 and finish painting
before July 10 unless I hear from you differently.”
The homeowner never responded to the
painter’s letter. On June 30, the homeowner left
the country for a one-month vacation in Europe.
Unbeknownst to the homeowner, the painter
commenced painting the house on July 1.
At this point, does the homeowner have a
contractual obligation to pay the painter $8,000
on completion of the painting? |
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Definition
No, because the homeowner left the country
without ever accepting the painter’s offer to
do the work as originally requested. |
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Term
A dog owner owned a mutt of little monetary value. One day, the dog disappeared, and the owner placed the following advertisement in the newspaper: “I will pay $500 to anyone who returns my dog.” A man found the dog the next day. Knowing to whom the dog belonged, the man took the dog home, intending to return
it that night. Before he returned the dog, the man read the dog owner’s advertisement in the newspaper.
Assuming that the dog owner’s advertisement
was an offer, the man who found the dog: |
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Definition
| Can recover $500 if he returns the dog to the dog owner. |
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Term
A homeowner mailed a letter to a prospective buyer on January 15 offering to sell her house for $25,000. The letter was delivered to the buyer on January 17. The buyer mailed a letter to the homeowner on January 19 stating that she accepted the offer.
The buyer’s letter of January 19 operates as an acceptance even if: |
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Definition
| The buyer’s letter is lost by the post office. |
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Term
| An accountant offered to sell his motorcycle to a coworker for $10,000. The coworker told the accountant that he would think about it and get back to him. The accountant replied, “Okay, I will definitely hold onto the motorcycle until I hear from you.” The following weekend, the accountant’s brother-in-law offered him $11,000 for the motorcycle, and he sold it to the brotherin- law on the spot. On Monday, the coworker heard from a reliable source that the accountant had sold the motorcycle to his brother-in-law. The coworker immediately went to the accountant’s cubicle and told him, “I accept your offer.” The accountant informed the coworker that it was already sold. If the coworker sues the accountant for breach of contract, will he win? |
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Definition
| No, because the offer to the coworker was terminated before he accepted it, when the accountant sold the motorcycle to his brother-in-law and the coworker learned of the sale. |
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Term
| A liquidated damages clause is enforceable if... |
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Definition
1. damages are difficult to ascertain at the time of the contract; and
2. the damages are a reasonable forecast of compensatory damages |
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Term
| A man goes to buy a wallet which the shopkeeper tells him is handstiched of only the finest calfskin. He buys it and leaves. When he gets around the block he notices a nick in it. He goes back to the store and demands a refund. Who wins? |
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Definition
| the dept. store because the customer accepted the goods, and your ability to reject for nonconformance generally lapses then. now, you can only sue for damages. |
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Term
| What kind fo contract does the doctor have when he seeks to recover from an unconscious person he resuscitated on the side of the road? |
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Definition
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Term
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Definition
Acceptance becomes effective when the letter is put out of the possession of the offeree, i.e., when
it is properly posted. This is true if the offeror at least implicitly authorized the offeree to use
the mails in accepting and the mails are a reasonable means of responding to the offer. |
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Term
| An offer may be effectively terminated if the offeree INDIRECTLY receives |
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Definition
(i) correct information, (ii) from a reliable source, (iii) of acts of the offeror that would indicate
to a reasonable person that the offeror no longer wishes to make the offer |
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Term
| When does the "Mailbox Rule" not apply? |
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Definition
| Option contracts. The majority view is that acceptance of an option is effective only when received by the offeror, so the usual “mailbox rule” does not apply. |
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Term
| Are promises to make gifts in the future are enforceable if they are in writing and are intended by the promisor to be enforceable? |
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Definition
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Term
| The rights of the third-party beneficiary do not vest until... |
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Definition
(i) it manifests assent in a manner invited or requested by the parties; (ii) it learns of the contract
and detrimentally relies on it; or (iii) it brings a lawsuit to enforce its rights |
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Term
| Sufficient Anticipatory Repudiation is... |
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Definition
Preemptive refusal to perform. Language may constitute an expression of doubt as to one’s ability to perform under the contract WITHOUT being an outright refusal. If the fact pattern language amounts to a prospective inability to perform, the
innocent party may suspend performance until he receives adequate assurances that performance will be forthcoming. |
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Term
| In the event of an anticipatory repudiantion, the party may... |
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Definition
(i) sue for damages,
(ii) contract with a third party,
(iii) do nothing |
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