NYLE Contract Law Principles 4

Question 1

Under UCC Article 2, the 'battle of the forms' provision (§2-207) provides that a definite and seasonable expression of acceptance operates as acceptance even if it states additional or different terms, UNLESS:

Accepted Answer

Acceptance is expressly conditioned on assent to the new terms

Answer

Under UCC §2-207(1), acceptance is effective unless it is expressly made conditional on the offeror's assent to the different or additional terms.

Question 2

A third-party beneficiary who has not yet relied on or assented to a contract generally:

Accepted Answer

Has rights that may be rescinded by the original contracting parties

Answer

Until a third-party beneficiary's rights vest (through reliance, assent, or filing suit), the original parties may modify or rescind the contract.

Question 3

Which of the following is true about an assignment of contractual rights in New York?

Accepted Answer

An assignee generally takes the rights subject to defenses the obligor had against the assignor

Answer

An assignee stands in the assignor's shoes; the obligor retains all defenses (e.g., breach, fraud, failure of consideration) it had against the original assignor.

Question 4

Specific performance as a remedy for breach of contract is generally available when:

Accepted Answer

The subject matter is unique and money damages are inadequate

Answer

Specific performance is an equitable remedy granted when the subject matter is unique (e.g., land, rare goods) so that monetary damages cannot fully compensate the plaintiff.

Question 5

Under New York law, the doctrine of impossibility of performance excuses a party's duty when:

Accepted Answer

The specific subject matter essential to performance is destroyed without the party's fault

Answer

Impossibility requires that the specific subject matter necessary for performance be destroyed or become unavailable through no fault of the obligor.

NYLE - New York Law Exam Practice Test

NYLE - New York Law Exam Practice Test

NYLE Contract Law Principles 4