ND Bar Contracts and Commercial Law 1 — Questions and Answers
Question 1: Under the UCC, a contract for the sale of goods worth $500 or more is unenforceable unless it is:
- Witnessed by two parties
- In writing and signed by the party against whom enforcement is sought (Correct answer)
- Notarized and filed with the county clerk
- Approved by a licensed attorney
Correct answer: In writing and signed by the party against whom enforcement is sought
UCC § 2-201 requires a writing signed by the party to be charged for contracts involving goods of $500 or more to satisfy the Statute of Frauds.
Question 2: An offer is generally terminated by all of the following EXCEPT:
- Rejection by the offeree
- Lapse of a reasonable time
- Revocation by the offeror before acceptance
- A counter-offer that matches the original terms exactly (Correct answer)
Correct answer: A counter-offer that matches the original terms exactly
A counter-offer that mirrors the original terms exactly operates as an acceptance, not a rejection, so it does not terminate the offer.
Question 3: Under common law, the mirror image rule requires that:
- The offeror and offeree must be physically present when a contract is formed
- An acceptance must be identical in all material terms to the offer (Correct answer)
- Both parties must sign the contract at the same time
- Consideration must exactly equal the value of performance
Correct answer: An acceptance must be identical in all material terms to the offer
The common law mirror image rule holds that an acceptance must be an unequivocal agreement to all the terms of the offer without any variation.
Question 4: Which of the following is NOT a required element of a valid contract?
- Offer
- Acceptance
- Consideration
- Written documentation (Correct answer)
Correct answer: Written documentation
Most contracts do not require a written form; offer, acceptance, and consideration are the core elements, with writing only required for specific contract types under the Statute of Frauds.
Question 5: A buyer and seller enter a contract for 100 widgets at $10 each. Before delivery, the seller informs the buyer she will not be delivering. This is best characterized as:
- Anticipatory repudiation (Correct answer)
- Efficient breach
- Mutual rescission
- Impracticability
Correct answer: Anticipatory repudiation
When a party clearly communicates an intent not to perform before the performance is due, it constitutes anticipatory repudiation, entitling the other party to treat the contract as breached.
Question 6: Under UCC Article 2, the 'battle of the forms' is governed by:
- The common law mirror image rule
- UCC § 2-207, which allows additional or different terms in an acceptance (Correct answer)
- The parol evidence rule
- The doctrine of promissory estoppel
Correct answer: UCC § 2-207, which allows additional or different terms in an acceptance
UCC § 2-207 displaces the mirror image rule for goods contracts and provides rules for determining contract terms when the parties' forms differ.
Question 7: The parol evidence rule generally prevents a party from introducing evidence of prior oral agreements that:
- Explain ambiguous terms in the written contract
- Contradict or vary the terms of a fully integrated written contract (Correct answer)
- Establish fraud in the inducement
- Show that a condition precedent has not occurred
Correct answer: Contradict or vary the terms of a fully integrated written contract
The parol evidence rule bars extrinsic evidence of prior or contemporaneous agreements that contradict the terms of a fully integrated written contract.
ND Bar Contracts and Commercial Law 1
Under the UCC, a contract for the sale of goods worth $500 or more is unenforceable unless it is: