5 Written Questions

1. 1) both parties mistaken as to a (2) basic assumption of fact, AND (3) the mistake materially affects the bargain, AND 4) not a risk that either party bears (most likely tested on this). -ex: S sells blackacre to B for farming, but then discovers oil deposits in the ground. S can't rescind b/c the mistake was unilateral. S bears risk of knowing what it is that he is selling, so a mistake as to value is generally not a defense. BUT, if facts show that S accepts $100 for a "topaz" that turns out to be a diamond worth $10,000, S CAN rescind if both parties were mistaken in good faith at the time of the sale.
2. General rule: start of performance is acceptance treated as implied promise to perform so YES, contract. Ex: K to paint house, silent as to method of acceptance. P starts to paint. YES, acceptance Exception: start NOT acceptance for unilateral K. Completion rqrd. SO, if performance (painting) only way to accept, starting to paint is NOT acceptance.
3. Armadillos From Texas Play Rap Eating Tacos. A: Applicable Law. F: Formation of Contract (agreement AND *is agreement legally enforceable). T: Terms of Contract. P: Performance. R: Remedies for Unexcused Nonperformance. E: Excuses for Nonperformance. T: Third Party Problems
4. 1) written promise to satisfy an obligation for which there is a legal defense 2) Seals (new majority rule: NOT consid substitute). 3) Promissory estoppel
5. (performance and writing and judicial admission) OR is there a SoF defense? (another way to phrase question). If rqrmts not satisfied, there is a SoF defense. and if there is a SoF defense asserted and established, there is no legally enforceable agreement- NO K liability! (read question carefully!)

5 Matching Questions

1. vague or ambiguous material terms
2. ****firm offer rule:
3. *Formation of contracts: what to look for
4. Duress:
5. Fourth, words or conduct of OFFERREE (rejection)

1. a physical or economic Economic: "bad guy"- improper threat "vulnerable guy"- no reasonable alt. (*NEED this element also, not just bada guy)
2. b offer cannot be revoked for up to 3 mos if: 1) offer to buy or sell goods; 2) signed, written promise to keep offer open, and 3) party is a merchant (merchant is GENERALLY a person in business). note: NO payment requirement, but remember, must be signed. Ex: used car dealer offers to sell a '73 car for $400. Offer is signed by S and promises it will not be revoked for 6 mos. This offer is irrevocable only for 3 mos!!!!
3. c (look for indirect rejection in one of 3 forms: 1) counteroffer; 2) conditional acceptance and 3) add'l terms). 1st 2 apply to all, 3rd just to common law
4. d first for agreement, then whether agreement is legally enforceable
5. e (i.e. appropriate, fair, reasonable: if you see this: probably not an offer). **Ex: offer to sell car for a fair price IS NOT AN OFFER

5 Multiple Choice Questions

1. general rule: death or incapacity of either party after the offer but before acceptance terminates offer (need not be communicated). Exceptions: option OR part performance of offer to enter into unilateral K
   1. Conditional acceptance:
   2. Second thing to look for under agreement:
   3. SECOND, Offeree FULLY performs
   4. Second, DEATH of a party prior to acceptance:
2. Depends on if bilateral (promise ok) or unilateral (HAVE to perform, so promise not enough)
   1. FOURTH, Offeree PROMISES to perform (only words)
   2. THIRD, Offeree STARTS to perform
   3. Fourth, words or conduct of OFFERREE (rejection)
   4. THREE primary SoF issues
3. Offer: only way to accept is to start painting. P starts painting. Can't revoke but: look for more preparation. same as above but P just buys paint. NOT enough (might trigger #3- promissory estoppel)
   1. part payment as consideration for release, i.e. promise to forgive balance of debt.
   2. preexisting contractual or statutory duty rule COMMON LAW RULE
   3. Performance and transfers of interests of real estate:
   4. START of performance pursuant to an offer to enter into a unilateral K makes that offer irrevocable for a reasonable time to complete performance
4. look for where other party had reason to know
   1. Unilateral mistake of material fact:
   2. Unilateral Contract definition
   3. First, LAPSE of time:
   4. Mutual Mistake of material fact. No K if:
5. ad can be an offer if in nature of reward (i.e. promise to reward $100 to anyone who catches flu after using meds). Also, ad can be offer if specific as to quantity and expressly indicates who can accept (i.e. 1 fur coat $10- 1st come 1st served)
   1. exception to past consideration general rule
   2. Conditional acceptance:
   3. Acceptance (level 3)
   4. Exception to advertisement rule

5 True/False Questions

1. What if it is a mixed deal (applicable law)? → look for where other party had reason to know

   True        False

2. THREE primary SoF issues → 1) Acceptance is generally effective when mailed. 2) All other communications effective when received. 3) If rejection is mailed before acceptance is mailed, neither is effective until received. examples: 1) Jan 10 C mails acceptance; Jan 11, C receives letter revoking offer. YES contract, acceptance controls b/c mailed before. 2) Aug 8 mail letter rejecting, Aug 9 mail letter changing mind and accepting. If rejection arrives first, NO contract. If acceptance arrives first, YES contract (what arrived first)

   True        False

3. Acceptance (level 3) → 1) Offer. 2) Was offer terminated? 3) Acceptance

   True        False

4. Termination of Offers (level 2): → *an offer CANNOT be accepted if terminated. 4 ways to terminate: 1) lapse of time. 2) death of party prior to acceptance. 3) words or conduct of OFFEROR. 4) words or conduct of OFFEREE

   True        False

5. UCC: → writing MUST CONTAIN quantity term!!!! (not how much paying) Generally, must be signed by person asserting SoF defense. BUT exception under UCC: if both parties are merchants and person who receives a signed writing w/ quantity term that claims there is a K fails to respond w/in 10 days of receipt. Ex: S receives fax from B: "as we agreed on phone, you will be sending me 200 more pounds of grits for $500, signed B" S does not respond or send grits. B sues S for breach of K. S asserts SoF defense- BUT SoF HAS BEEN satisfied, even though S did not sign!!!

   True        False