Contract Law Principles Flashcards

Under the UCC, a merchant's firm offer is irrevocable for up to how long without consideration?

Answer: 3 months

UCC §2-205 makes a merchant's signed, written firm offer irrevocable for the stated period, not to exceed 3 months.

Alice offers to sell her car for $10,000. Bob replies, 'I'll take it, but only if you include new tires.' Under common law, Bob has:

Answer: Made a counteroffer, rejecting Alice's offer

Under the common law mirror-image rule, adding new terms constitutes a counteroffer that terminates the original offer.

Which doctrine allows a court to refuse enforcement of a contract term that is unreasonably favorable to one party and oppressive to the other?

Answer: Unconscionability

Unconscionability (UCC §2-302; Restatement §208) permits courts to refuse enforcement of oppressively one-sided contract terms.

A modification to an existing contract for the sale of goods worth $600 requires:

Answer: Only a signed writing under the Statute of Frauds

Under UCC §2-209 and the Statute of Frauds, modifications bringing the contract within §2-201 (goods ≥$500) must be in writing.

Under New York law, which of the following agreements must be in writing to be enforceable under the Statute of Frauds?

Answer: A contract that cannot be performed within one year of its making

New York's Statute of Frauds (GOL §5-701) requires a writing for contracts that cannot by their terms be performed within one year.

Plaintiff sues for breach after defendant repudiates a contract before the performance date. This is known as:

Answer: Anticipatory repudiation

Anticipatory repudiation occurs when a party unequivocally renounces contractual duties before the time for performance arrives.

The parol evidence rule generally prevents introduction of prior or contemporaneous oral agreements that would:

Answer: Add consistent additional terms to a fully integrated written contract

The parol evidence rule bars extrinsic evidence offered to add terms to a fully integrated (complete) written agreement.