The Formation of a Contract

1
The Formation of a Contract
2
The Offer
3
The Acceptance
4
Timing of Offer Acceptance

• When Received
• Rejections
• Revocation
• When Dispatched
• Acceptances

5
Acceptance Issues
6
2-207 Deviant Acceptance
?
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Unilateral Contracts
8
Validation Device - Consideration
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Validation Device Promissory Estoppel
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Statute of Frauds
If under more than 1 SoF category must comply
with all
11
Once a Contract is Formed
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Altering Existing Contracts
If K must be in writing under SoF alterations
must be in writing also
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Conditions
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Material Breach
Substantial performance doctrine (similar to
material breach) If substantially performed
has not materially breached. If
materially breached has not substantially
performed.
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Impracticability
Frustration of Purpose when the performance is
not worth as much. Renting a house for a
parade in England but the parade was cancelled
The impracticability doctrine was not
applicable. But the was deemed worthless.
16
Parol Evidence Rule
Evidence will Always be allowed To prove
Fraud, Duress, etc.
Rule DOES NOT apply to evidence of subsequent
modifications of a contract.
UCC allows evidence of interpretation of
Terms Trade customs Course of Dealing
Course of Performance
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Unconscionability
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Covenant not to Compete
Viewed under Unconscionability Doctrine
Blue Pencil Rule courts can modify CNC to
reasonable standards and then enforce it INSTEAD
of rejecting the CNC entirely. (Varies by court)
19
Remedies