Washington Contracts and Commercial Law Flashcards

Under Washington UCC Article 9 (secured transactions), a security interest in personal property is perfected by:

Answer: Filing a financing statement with the Secretary of State (or possession/control for some collateral)

Under RCW 62A.9A-310, a security interest in most personal property is perfected by filing a UCC-1 financing statement with the Washington Secretary of State.

Under Washington law, the parol evidence rule bars introduction of extrinsic evidence to:

Answer: Contradict or supplement the terms of a fully integrated written agreement

Washington's parol evidence rule prevents parties from using prior or contemporaneous oral agreements to contradict the terms of a fully integrated written contract.

Under Washington contract law, anticipatory repudiation occurs when:

Answer: A party clearly and unequivocally indicates before performance is due that it will not perform

Anticipatory repudiation in Washington occurs when a party makes a definite and unconditional statement before the performance date that it will not perform its contractual obligations.

Under Washington's UCC, the 'battle of the forms' rule under UCC § 2-207 (RCW 62A.2-207) provides that when parties exchange forms with differing terms:

Answer: A contract forms on the offeror's terms and additional terms in the acceptance are proposals to modify

UCC § 2-207 provides that a definite expression of acceptance forms a contract even if it contains additional or different terms, with additional terms treated as proposals for modification between merchants.

Under Washington's liquidated damages doctrine, a liquidated damages clause is enforceable when:

Answer: Actual damages were difficult to estimate at contract formation and the stipulated amount is a reasonable forecast of compensation

Washington enforces liquidated damages clauses when damages were difficult to estimate at the time of contracting and the agreed amount reasonably approximates anticipated harm — otherwise the clause is an unenforceable penalty.

Under Washington's consumer protection law, what remedy is available to a prevailing private plaintiff under the CPA?

Answer: Treble damages up to $25,000, attorney fees, and injunctive relief

RCW 19.86.090 allows a prevailing CPA plaintiff to recover actual damages trebled up to $25,000, plus reasonable attorney fees and injunctive relief.