Contracts Outline

Terms

Offer- manifestation of willingness to enter into a bargain
Offeree- one to whom the offer is made/ person receiving the offer
Firm Offer- an offer by a merchant to buy or sell goods in a signed writing that is held open and not revocable
Acceptance- commitment manifesting assent to the bargain offered
Counter-Offer- an offer made by the offeree to the offeror changing or substituting terms of the original offer
Revocation- offer is taken away by offeror prior to offeee’s acceptance
Rejection- refusal to accept a contractual offer
Reasonableness Standard- “objective test” What a reasonable person would have thought
Goods- “Goods” means all things which are movable at the time of identification to the contract for sale other than the money in which the price is to be paid, investment securities and things in action. “Goods” also includes the unborn young of animals and growing crops and other identified things attached to realty as described in the section on goods to be severed from realty (Section 2-107).
Objective Meaning- the test used by courts to determine how a reasonable person would think in a certain situation
Subjective Meaning- courts evaluate what both parties actually thought by indirect evidence
Indefinite Agreement- agreements that lack genuine agreement
Agreements to Agree- when the parties agree to agree on a specific term at a later date
Preliminary Agreements- manifestation of willingness to enter into a bargain with the offeree’s knowledge that the bargain is not complete until offeror has made a further manifestation of ascent
Mirror Image Rule- an acceptance has to manifest assent to all of the terms of the offer without varying or adding to them
Options- when an offer makes another in which the offeree accepts by performance.
Uncertainty- when the terms of a K are unclear or left open, and do not provide a basis for determining the existence of a breach
Lapse- the time that passes before the offer expires
Mailbox rule- acceptance is valid once it is sent, unless counter offer or rejection is received prior ************
Consideration- Any performance including forbearance or return promise done or given as inducement for the promise. Peppercorn theory needs just a peppercorn of consideration
Bargained For Exchange- means that the return promise or performance was sought by the promisor in exchange for the promise; that the promise or performance was the reason or inducement for the promise
Legal Detriment-
Mutuality of Obligation
Employment-at-will- an employer can fire an employee at any time for any or no reason
Past Consideration
Illusory Promise- Words of promise which by their terms make performance entirely an option with the promisor and do not constitute a promise
Nominal Consideration- is not sufficient to satisfy the consideration requirement because the mere naming that consideration exists will not make a valid consideration
Pre-existing Duty- ruleprovides that a promise to do something that one is already obligated