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Related Flashcards
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Cards In This Set
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Unilateral contract
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results from an offer that expressly requires performance as the
only possible method of acceptance.
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Bilateral contract
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all other offers. Usually offer is silent as to the method of
acceptance.
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We will treat ALL Bar contracts as Bilateral Contracts UNLESS
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(1) reward, prize, contest (2) offer expressly requires
performance for acceptance.
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Quasi contract
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Equitable remedy. Not really a contract at all
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Example of a Bilateral Contract Hypo: NBC offers Ashlee Simpson $25,000 to sing
“Autobiography” on “Saturday Night Live.” Ms. Simpson agrees to sing. What
if Ms. Simpson does not do what she agreed to do; what if she “lip syncs” instead
of sings?
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Promise by NBC to pay and Promise by Simpson to Sing. This is bilateral contract. If she does not sing she breaches the contract.
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Applicable Law: UCC Article 2
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Article 2 applies to contracts that are primarily for sales of goods. The factors
that determine whether Article 2 applies are thus (i) type of transaction – sale and
(ii) subject matter of transaction – goods, i.e., tangible, personal property.
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Applicable Law Hypo: Conviser, the guy who invented BRI, contracts to buy a house. Does Article 2
apply?
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No. Real Estate falls under the Common Law
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Applicable Law hypo: I buy a can of soda. Which law applies?
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Article 2 because soda is a good.
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Applicable Law hypo: Conviser contracts with Epstein to wash his 2012 Rolls. Does Article 2 apply?
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No. This is a services contract. Common Law.
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Applicable Law - Mixed Deal Hypo: Under Conviser’s agreement with Epstein to buy Epstein’s car, Epstein is also
obligated to provide Conviser with two lessons in parallel parking a 1973
Cadillac. Does Article 2 apply if there is a disagreement about the parking
lessons?
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Car would be goods (article 2) lessons would be services (common law). The car is the more important part of the contract Article 2 applies to the contract.
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Mixed Deal Hypo: Conviser contracts to buy a new Duncan Glo-Yo yo-yo and receive ten lessons
from Yo-Yo Ma for $40,000. Does Article 2 apply if there is a dispute about the
Duncan yo-yo?
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In this case it's the lessons that are more important to the contract so the Common Law rules this contract not Article 2 (even though he is purchasing a good)
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Mixed Deal Rule
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In a contract where there is more than one applicable law (article 2 or common law) determine which law covers the MOST IMPORTANT part of the contract
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OFFER: General test: Manifestation of commitment
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An offer is a manifestation of an intention of one person to contract –
words or conduct showing commitment by one person. The basic test is
whether a reasonable person in the position of the offeree would believe
that his or her assent creates a contract
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Offers - problems to watch for
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1. lack of content such as price AND description in real estate.
2. Vague or ambiguous material terms |
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Offer Problem Hypo: Can a communication from S to B relating to S’s sale of Blackacre to B be an
offer even though nothing is said about price? Offer?
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No. The price and the description of the property must be present.
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