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Flashcards in Contracts Deck (6)
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1
Q

Contracts Issue Checklist

A
  1. Governing Law
  2. Formation
  3. Defenses to Formation
  4. Terms
  5. Third Parties
  6. Performance
  7. Remedies
2
Q

Offer Elements

A
  1. Manifestation of a present intent to contract demonstrated by a promise, undertaking, or commitment
  2. Definite and certain terms
  3. Communicated to an identified offeree
3
Q

Firm Offer Rule – UCC 2-205

A

An offer by a merchant in a signed writing, which by its terms gives assurance that it will be held open, is irrevocable during the time stated. If no time is stated, then the period of irrevocability will be for a reasonable time. Under no circumstance may it exceed 90 days without consideration.

4
Q

10-Day Merchants Written Confirmation Exception to the Statute of Frauds

A

If one party within a reasonable time after an oral agreement has been reached, sends a written confirmation to the other party, it binds the sender. If the recipient doesn’t object to the contents of that written confirmation within 10 days, it binds the recipient as well.

Both parties must be merchants.

5
Q

Third Party Beneficiary Vesting

A
  1. When the third party learns of the contract and assents to it;

  1. When the third party learns of the contract and reasonably relies on it; or
  2. When the third party sues to enforce the contract (before modification).
6
Q

Revocation of Acceptance

A
  1. Nonconformity substantially impairs the value of the goods; and

  1. Excusable ignorance of grounds for revocation or reasonable reliance on seller’s assurance of satisfaction; and
  2. Revocation within a reasonable time after discovery of nonconformity.