What elements are required for an offer to be effective under the common law Quizlet

An offer, revocation, rejection, and counteroffer are effective when received. An acceptance is generally effective upon dispatch unless the offer specifically provides otherwise, the offeree uses an unauthorized means of communication, or the acceptance follows a prior rejection.

a. Stipulated Provisions in the Offer-If the offer specifically stipulates the means of communication to be used by the offeree, the acceptance must conform to that specification. Moreover, the rule that an acceptance is effective when dispatched or sent does not apply where the offer provides that the acceptance must be received by the offeror.

b. Authorized Means-Historically, an authorized means of communication was the means expressly authorized by the offeror, or if none was authorized, it was the means used by the offeror. The Restatement and the Code both now provide that where the language in the offer or the circumstances do not otherwise indicate, an offer to make a contract shall be construed to authorize acceptance in any reasonable manner. Under this rule, an authorized means is any reasonable means of communication.

c. Unauthorized Means-When the means used by the offeree is unauthorized, the traditional rule is that acceptance is effective when and if received by the offeror, provided it is received within the time the authorized means would have arrived. Under the Restatement, if these conditions are met, then the effective time for the acceptance is the moment of dispatch.

d. Acceptance Following a Prior Rejection-When an acceptance follows a prior rejection, the first communication received by the offeror is the effective one.

L.D.T. International Sales Corp. (L.D.T.), an American firm, contracted to sell 100,000 pounds of "US Fresh Frozen Chicken, Grade A, Government Inspected" to Freight Importing Co. (Freight), a Swiss company. When L.D.T. asked Freight what kind of chickens were wanted, Freight said "any kind of chickens." L.D.T. also asked whether the term "chicken" included the German word "Huhn", which includes both older stewing and younger broiling and frying chickens. In response, Freight answered yes.
When the shipment of chicken arrived, Freight complained that the chicken delivered were substantially older stewing chicken or "fowl." According to Freight, the term "chicken" in the contract meant younger and more expensive chickens suitable for broiling or frying. L.D.T. replied that "chicken" meant any bird of that species and both older and younger chickens met the contract's specifications. When L.D.T. did not agree to deliver entirely young chicken suitable for broiling and frying, Freight sued L.D.T. for breach of contract.

Kapoor owned property in North Carolina and listed the property for sale on August 4th. That same day, Nolan made an offer to purchase the property. The offer included the following language: "OFFER CLOSING DATE: Time is of the essence, therefore this offer must be accepted on or before 5:00 p.m. August 5th." Kapoor received the offer, signed it, but also made several changes to the terms. These included an increase in the initial deposit, an increase in the down payment due, and a decrease in the term of the loan from the seller from 25 to 20 years. On the evening of August 4th, Nolan received the modified document but neither accepted nor rejected its terms.
Instead, Nolan said "he was going to wait awhile before he decided what to do with it." The following morning on August 5th, Kapoor approached Segal, another prospective buyer, and signed an offer to purchase with terms very similar to those presented to Nolan the previous evening. At 2:00pm on August 5th, Nolan was informed that "[y]ou snooze, you lose; the property has been sold." Later that afternoon, Nolan initialed the offer containing Kapoor's modified terms and presented it to Kapoor's representative. When Kapoor refused to sell the property to Nolan, Nolan filed a lawsuit against Kapoor.

An offer can terminate automatically when the period of time specified in the offer has passed. In this case, Nolan made an offer that automatically terminated at 5:00pm on August 5th. Before the offer automatically terminated, Kapoor replied to Nolan with changes in the terms of the offer. This constitutes a counteroffer of the original offer.
Assessment question
A counteroffer is a rejection of the original offer and does not have to be accepted. If an original offeror does accept the terms of the counteroffer, a valid contract is created. Nolan received the terms of the counteroffer, but did not accept the terms of the counteroffer. When Nolan was informed that "[y]ou snooze, you lose; the property has been sold," Kapoor had revoked her counteroffer.
Assessment question
When Segal was presented with the terms of the counteroffer made earlier to Nolan, Segal did accept the terms. Segal's acceptance of the terms offered by Kapoor causes a valid contract to be created.
Assessment question
Nolan's subsequent acceptance of Kapoor's counteroffer does not create a valid contract. Therefore, Nolan is likely to lose his lawsuit against Kapoor and Segal is likely the legitimate new owner of the property.
Assessment question
What If the Facts Were Different?
What if, after receiving the counteroffer from Kapoor, Nolan signed the counteroffer, agreed to all of its terms, and returned it to Kapoor.
In this case, Nolan would have accepted the counteroffer of Kapoor. Kapoor and Nolan would have entered into a valid contract as a result. If Segal accepted Kapoor's offer after Kapoor and Nolan agreed upon contract terms, Segal and Kapoor would not have a valid contract because the contract between Kapoor and Nolan to sell the property had already been formed.

Identifying the Facts and Issues
This contract has all of the four required elements of a contract: agreement, capacity, consideration, and legality. When the parties learned that the Milford account was worthless, Santino would want to get out of this contract because Santino kept the worthless account and paid Luna cash for one-half of the supposed value.
Assessment question
If a court does not enforce the contract between Santino and Luna, it is because of a lack of voluntary consent . If the parties had a voluntary consent problem, it was a bilateral mistake .
Assessment question
The divorce settlement agreement did not explicitly mention the Milford account and did not explicitly mention the equal split of stock shares in the Milford account. Therefore, the finding that the Milford account was nonexistent two years after the divorce agreement does not amount to a material mistake of fact.
Assessment question
A court would not likely rescind this agreement due to a bilateral mistake. Luna would not have to return the money she received under the agreement.
Assessment question
What If the Facts Were Different?
Assume that, after the divorce agreement was reached, Santino Simms found that his Milford account had substantially increased in value.
In this case, Luna could not rescind the agreement to obtain the increased value. Given these revised facts, there would not be a mutual mistake between Santino Simms and Luna Batista.

Harold offers to sell Emma his farmland in Bryson County. After discussing the sale at length in front of their friends Nicole and Jackson, Harold and Emma orally agree on a price of $120,000 for the land. The next day, Emma goes to the bank and withdraws $120,000 to pay Harold for the land. When Emma presents the $120,000 to Harold, Harold tells Emma he was just joking and does not wish to sell the land. Emma tries to enforce the deal, and Harold continues to refuse by saying that the deal was not in writing, and, therefore, it is unenforceable. The contract between Harold and Emma for the sale of the land:

Identifying the Facts and Issues
Often, the purpose of contract law is to place the parties in a position they would have occupied had the contract been fully performed . A liquidated damages provision in a contract specifies that a certain dollar amount is to be paid in the event of a future default or breach of contract.
Assessment question
Liquidated damages provisions are frequently used in construction contracts. A liquidated damages provision is not the same as a penalty clause. Unlike a liquidated damages provision, a penalty clause is designed to penalize the breaching party.
Assessment question
Liquidated damages provisions usually are enforceable in contracts. Penalty clauses usually are unenforceable in contracts. In order to determine whether a contract provision is a liquidated damages provision or penalty clause, a court will first ask: when the contract was entered into , was it apparent that damages would be difficult to estimate in the event of a breach?
Assessment question
In order to determine whether a contract provision is a liquidated damages provision or penalty clause, a court will also ask whether the amount set as damages was a reasonable estimate and not excessive . The amount of liquidated damages claimed by the State pursuant to its contract with Guevarra was a small portion of the entire contract. As a result, a court would likely find that the contract clause permitting the State to reduce the amount it paid Guevarra because of Guevarra's late performance would be an enforceable liquidated damages clause. Guevarra likely would not be able to recover the $14,070 damages sought from the State.

What If the Facts Were Different?
Assume that the contract stated that Guevarra would be paid 10% less by the State each day Guevarra was late. Guevarra, being sixty-seven days late, would be paid nothing for his completed work as a result.
The amount set as damages would be an unreasonable estimate and considered to be excessive . This provision in the contract would likely be treated as a penalty clause . Therefore, the court would likely find the penalty clause in the contract to be unenforceable .

Jordynne was the manager of Pets-R-Us, a pet store in Southern Valley Mall. Pets-R-Us had a one-year lease, and rent payments were $2,000.00 per month. Five months into the lease, Jordynne found a better site for the pet store. She notified Southern's manager, vacated the mall, and moved her store to its new location. After two months, Southern was able to re-lease the premises to another retail store, but at a reduced rent of $1,800.00 per month. If Southern successfully sues Pets-R-Us, Southern will likely receive:

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