Term
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Definition
| Objective manifestation by offeror to enter into agreement with seller that creates power of acceptance in offeree |
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Term
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Definition
Common law:
All needed - parties, subject matter, price quantity
UCC:
Only quantity |
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Term
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Definition
| Objective manifestation by the offeree to be bound by terms of the offer |
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Term
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Definition
| Belief not in accord with basic assumption on which contract made |
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Term
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Definition
Mistaken party can void if:
1) Non-mistaken party made mistake, had duty to disclose, and knew or should've known of mistake
2) Enforcement unconscionable |
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Term
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Definition
Either party can void if:
1) He did not assume risk of mistake |
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Term
| Fraudulent misrepresentation |
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Definition
1) False assertion (knowing or reckless)
2) With intend to mislead and induce assent
3) Induced assent through justifiable reliance |
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Term
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Definition
| Unfair persuasion by virtue of a relationship in which one party is dominant. Key question: free and competent judgment? |
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Term
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Definition
| Improper threat that deprives party of meaningful choice |
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Term
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Definition
| Unconscionable when so unfair that no reasonable person would have agreed |
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Term
| Conditions for UCC firm offer |
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Definition
1) Offeror is a merchant
2) Offer in writing
3) No more than 90 days |
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Term
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Definition
1) P confers measurable benefit
2) Without gratuitous intent
3) Unjust to let retain |
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Term
| Defenses to formation v. Unenforceable K v. Discharge |
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Definition
No K - Mistake, Misund, Misrep, Undue Inf, Duress, Capacity
Unenforceable - Illegal, unconscionable, public policy
Discharged - Impracticability, Frustration, Release |
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Term
| Elements of impracticability |
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Definition
1) Unforeseen event
2) Not contemplated during contract
3) Moving party not at fault |
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Term
| Assurances when grounds for insecurity |
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Definition
1) Can demand assurances if reasonable grounds for insecurity exist
2) Failure to provide assurance in 30 days treated as repudiation |
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Term
| Expectation damages formula |
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Definition
| Loss in value + Other loss - Cost avoided - Loss avoided |
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Term
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Definition
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Term
| Mistaken party can void if |
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Definition
1) Enforcement would make K unconscionable
OR
2) Other party caused, had duty to disclose, or knew |
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Term
| Mistaken party can void if |
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Definition
1) Enforcement would make K unconscionable
OR
2) Other party caused, had duty to disclose, or knew |
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