IN Bar Contracts and Sales 2 — Questions and Answers
Question 1: A merchant sends a signed written offer to sell 500 widgets, stating the offer will remain open for 60 days. Under UCC 2-205, when does the firm offer become revocable?
- After 60 days as stated (Correct answer)
- After 90 days regardless of the stated term
- Immediately, because no consideration was given
- Never, because it is signed and in writing
Correct answer: After 60 days as stated
A merchant's signed firm offer is irrevocable for the stated period up to a maximum of three months, so the 60-day term controls.
Question 2: A buyer accepts a seller's offer for goods but adds a term requiring arbitration of disputes. Both parties are merchants. Under UCC 2-207, the arbitration term becomes part of the contract unless:
- It materially alters the contract, the offer limits acceptance to its terms, or the offeror timely objects (Correct answer)
- The seller fails to sign the acceptance
- The buyer fails to pay a deposit
- The goods are worth more than $500
Correct answer: It materially alters the contract, the offer limits acceptance to its terms, or the offeror timely objects
Between merchants, additional terms become part of the contract except where they materially alter it, the offer expressly limits acceptance, or objection is made within a reasonable time.
Question 3: A homeowner promises to pay a landscaper $5,000 for work the landscaper already completed voluntarily last month. Is the homeowner's promise enforceable at common law?
- No, because past consideration is not valid consideration (Correct answer)
- Yes, because the work conferred a benefit
- Yes, because the promise is in writing
- No, unless the landscaper is a merchant
Correct answer: No, because past consideration is not valid consideration
A promise made in exchange for performance already rendered lacks bargained-for consideration and is generally unenforceable.
Question 4: A contractor agrees to build a barn for $50,000 but midway demands $10,000 more due to unexpected rock in the soil that neither party anticipated. The owner agrees. At common law, the modification is:
- Enforceable, because unanticipated circumstances make it fair and equitable (Correct answer)
- Unenforceable, because of the preexisting duty rule in all cases
- Enforceable only if in writing
- Unenforceable unless the owner received new consideration
Correct answer: Enforceable, because unanticipated circumstances make it fair and equitable
Courts enforce modifications without new consideration when they are fair and equitable in light of circumstances not anticipated when the contract was made.
Question 5: A seller of goods repudiates a delivery contract. The buyer purchases substitute goods in good faith at a higher price. The buyer's damages under UCC 2-712 are measured by:
- Cover price minus contract price, plus incidental and consequential damages, minus expenses saved (Correct answer)
- Market price at the time of contracting minus contract price
- The full cover price paid
- Contract price minus salvage value
Correct answer: Cover price minus contract price, plus incidental and consequential damages, minus expenses saved
A covering buyer recovers the difference between the cover price and the contract price plus incidental and consequential damages, less expenses saved.
Question 6: An uncle promises his nephew $20,000 if the nephew refrains from drinking alcohol until age 25. The nephew complies. The uncle's promise is:
- Enforceable, because forbearance of a legal right is valid consideration (Correct answer)
- Unenforceable, because the nephew benefited from sobriety
- Unenforceable, because family promises are presumed gratuitous in all cases
- Enforceable only under promissory estoppel
Correct answer: Enforceable, because forbearance of a legal right is valid consideration
Giving up a legal right, such as drinking alcohol at a lawful age, constitutes valid consideration even if the forbearance also benefits the promisee.
Question 7: A written contract for the sale of land omits the price, but the parties orally agreed to $200,000. The buyer sues to enforce. Under the Statute of Frauds, the contract is most likely:
- Unenforceable, because a land sale writing must state the essential terms including price (Correct answer)
- Enforceable, because land contracts need only identify the parties
- Enforceable, because price can always be supplied by the court
- Unenforceable only if the seller objects within 10 days
Correct answer: Unenforceable, because a land sale writing must state the essential terms including price
A writing for a land sale must contain the essential terms, and price is generally an essential term that cannot be supplied orally.
IN Bar Contracts and Sales 2
A merchant sends a signed written offer to sell 500 widgets, stating the offer will remain open for 60 days.
Under UCC 2-205, when does the firm offer become revocable?