Law 3220 Final Exam - Clemson -
Schulze
An individual, partnership, corporation, or some other type of business entity. - Correct
Answer-'person'
State adoption of the Revised Uniform Partnership Act (RUPA). - Correct Answer-
governance
If parties agree the legal relationship between them shall be the operation of a business
for profit, a partnership is formed even if there is nothing in writing & even if they don't
actually call their business a "____________". - Correct Answer-partnership
Partners owe each other a fiduciary ______ to act in good faith for the benefit of the
partnership. - Correct Answer-duty
Partners share equal _______ unless otherwise specified in a partnership agreement.
All partners have equal access to books and records. - Correct Answer-control
Shared profits and losses is _______ _______ evidence of a partnership. - Correct
Answer-prima facie
advertisements are generally not offers, but instead, are invitations to ________
Ex: Ad reads: "Come in this weekend to our grand opening! We have lots of cars for
sale under $10K!" If a potential buyer goes to the car lot and finds no car under $10K,
the dealership is not obligated to sell a car for that price. - Correct Answer-negotiate
However, the more _________ an advertisement is, the more likely it is not an
advertisement, but an actual offer. - Correct Answer-specific
Ex: Advertisement that reads: Come in this Saturday to Furs and Purrs! We will sell
three mink coats (valued at $1,000) for $500 each. Doors open at 9AM. First come, first
served.
Martha, a customer, stands outside the door of Furs and Purrs that Saturday at 6AM
and is the first customer when the doors open. However, when she asks about the sale
minks she is told that it was just an advertisement and there aren't any sale minks
available. She files a lawsuit against Furs and Purrs for breach of contract when they
won't sell her a mink for $500. Will she likely win? - Correct Answer-Yes because the
offer was very specific.
Withdrawal (revoke the offer): Offer can be revoked ________ accepted. Revocation
must be communicated to the offeree. - Correct Answer-before
,Offer open for a specified period of time. During that time period, the offer cannot be
withdrawn. - Correct Answer-option contract
Ex: Offer put on a house for $225,000. Offer states that it is good for 24 hours. Buyer
must keep the offer available for 24 hours. - Correct Answer-option contract
Offeree rejects the offer when she ignores the original offer and presents a different
offer. - Correct Answer-counteroffer
When an offer states it is open until a particular time or date, the offer terminates on that
time or date if it has not yet been accepted. Any offer presented after the expired time
has *no effect* and gives no rise to a contract. - Correct Answer-lapse of time
Ex: A lists his house for $150,000. B offers $140,000. Instead of A accepting her offer,
he ______________s with $145,000. B must now decide to accept, reject or offer
another ____________. (all same blank) - Correct Answer-counteroffer
Ex: A lists his house for $150,000. B offers $140,000 with a stipulation that the offer is
only good for 24 hours. If A does not accept her offer within that time frame, B's offer
terminates after 24 hours passes. Now it is too late for A to accept. - Correct Answer-
lapse of time
If either the offeror or offeree dies or becomes mentally incompetent before the offer is
accepted, the offer terminates. - Correct Answer-death/disability of party
If performance of the contract illegal after offer is made, the offer terminates - Correct
Answer-subsequent illegality
when the item a contract is about is destroyed - Correct Answer-Subject Matter is
destroyed
Key Elements of a Contract - Correct Answer-Offer, Acceptance, Consideration,
Contractual (Mental), Capacity, Legality, Genuine Consent
Promise to do something or refrain from doing something. - Correct Answer-Offer
an offer must show _______ by the offeror to enter in a contract - Correct Answer-intent
person making the offer - Correct Answer-offeror
an offer must express clear & specific ______ of the agreement (not too vague) -
Correct Answer-terms
an offer must show proper __________ of the offer to the offeree - Correct Answer-
communication
, party to whom the offer is made - Correct Answer-offeree
Is an offer to "conduct a business for as long as it is profitable" valid? - Correct Answer-
no
Is an offer to "conduct a business so long as its books and records show a 10%
increase in company equity over company debt over the course of 365 days" valid? -
Correct Answer-yes
Offeree's expression of intent to accept the offer. - Correct Answer-acceptance
acceptance must be communicated by the _______ (party who has the power to
accept) to the _______ (party who made the offer)
Ex: "I accept your offer."
Can be verbal or in writing. - Correct Answer-offeree to the offeror
Exchange of promises between offeror and offeree.
Ex: A offers: "I will sell you my car for $8,000." B responds: "Great, I accept." - Correct
Answer-bilateral contract
When the offer calls for the performance of an act to show acceptance, performance
becomes the acceptance. - Correct Answer-unilateral contract
Ex: A offers: "I will pay you $20 if you mow my lawn by Friday." B accepts when he
mows the lawn on Thursday afternoon. A owes B $20. If B does not mow the lawn,
there is no breach of contract because he never accepted the offer. - Correct Answer-
unilateral contract
The acceptance must "mirror" the offer. Any change (no matter how minor) to an offer is
a counteroffer, not an acceptance. - Correct Answer-mirror image rule
Ex: A offers: "I will sell you my car for $8,000." B responds: "Great, I'll pay that... but you
have to throw in 2 new rear tires for that price." No acceptance. - Correct Answer-mirror
image rule
A mailed acceptance of an offer is effective when sent, not when received. - Correct
Answer-mailbox rule
Ex: On Monday, A verbally offers to sell B his car for $2,000. On Tuesday morning, B
mails A a letter stating he will accept A's offer. On Tuesday afternoon, A calls and tells B
that he is withdrawing his offer. On Wednesday, A receives B's letter. Is there a valid
acceptance? - Correct Answer-yes because of the mailbox rule
Schulze
An individual, partnership, corporation, or some other type of business entity. - Correct
Answer-'person'
State adoption of the Revised Uniform Partnership Act (RUPA). - Correct Answer-
governance
If parties agree the legal relationship between them shall be the operation of a business
for profit, a partnership is formed even if there is nothing in writing & even if they don't
actually call their business a "____________". - Correct Answer-partnership
Partners owe each other a fiduciary ______ to act in good faith for the benefit of the
partnership. - Correct Answer-duty
Partners share equal _______ unless otherwise specified in a partnership agreement.
All partners have equal access to books and records. - Correct Answer-control
Shared profits and losses is _______ _______ evidence of a partnership. - Correct
Answer-prima facie
advertisements are generally not offers, but instead, are invitations to ________
Ex: Ad reads: "Come in this weekend to our grand opening! We have lots of cars for
sale under $10K!" If a potential buyer goes to the car lot and finds no car under $10K,
the dealership is not obligated to sell a car for that price. - Correct Answer-negotiate
However, the more _________ an advertisement is, the more likely it is not an
advertisement, but an actual offer. - Correct Answer-specific
Ex: Advertisement that reads: Come in this Saturday to Furs and Purrs! We will sell
three mink coats (valued at $1,000) for $500 each. Doors open at 9AM. First come, first
served.
Martha, a customer, stands outside the door of Furs and Purrs that Saturday at 6AM
and is the first customer when the doors open. However, when she asks about the sale
minks she is told that it was just an advertisement and there aren't any sale minks
available. She files a lawsuit against Furs and Purrs for breach of contract when they
won't sell her a mink for $500. Will she likely win? - Correct Answer-Yes because the
offer was very specific.
Withdrawal (revoke the offer): Offer can be revoked ________ accepted. Revocation
must be communicated to the offeree. - Correct Answer-before
,Offer open for a specified period of time. During that time period, the offer cannot be
withdrawn. - Correct Answer-option contract
Ex: Offer put on a house for $225,000. Offer states that it is good for 24 hours. Buyer
must keep the offer available for 24 hours. - Correct Answer-option contract
Offeree rejects the offer when she ignores the original offer and presents a different
offer. - Correct Answer-counteroffer
When an offer states it is open until a particular time or date, the offer terminates on that
time or date if it has not yet been accepted. Any offer presented after the expired time
has *no effect* and gives no rise to a contract. - Correct Answer-lapse of time
Ex: A lists his house for $150,000. B offers $140,000. Instead of A accepting her offer,
he ______________s with $145,000. B must now decide to accept, reject or offer
another ____________. (all same blank) - Correct Answer-counteroffer
Ex: A lists his house for $150,000. B offers $140,000 with a stipulation that the offer is
only good for 24 hours. If A does not accept her offer within that time frame, B's offer
terminates after 24 hours passes. Now it is too late for A to accept. - Correct Answer-
lapse of time
If either the offeror or offeree dies or becomes mentally incompetent before the offer is
accepted, the offer terminates. - Correct Answer-death/disability of party
If performance of the contract illegal after offer is made, the offer terminates - Correct
Answer-subsequent illegality
when the item a contract is about is destroyed - Correct Answer-Subject Matter is
destroyed
Key Elements of a Contract - Correct Answer-Offer, Acceptance, Consideration,
Contractual (Mental), Capacity, Legality, Genuine Consent
Promise to do something or refrain from doing something. - Correct Answer-Offer
an offer must show _______ by the offeror to enter in a contract - Correct Answer-intent
person making the offer - Correct Answer-offeror
an offer must express clear & specific ______ of the agreement (not too vague) -
Correct Answer-terms
an offer must show proper __________ of the offer to the offeree - Correct Answer-
communication
, party to whom the offer is made - Correct Answer-offeree
Is an offer to "conduct a business for as long as it is profitable" valid? - Correct Answer-
no
Is an offer to "conduct a business so long as its books and records show a 10%
increase in company equity over company debt over the course of 365 days" valid? -
Correct Answer-yes
Offeree's expression of intent to accept the offer. - Correct Answer-acceptance
acceptance must be communicated by the _______ (party who has the power to
accept) to the _______ (party who made the offer)
Ex: "I accept your offer."
Can be verbal or in writing. - Correct Answer-offeree to the offeror
Exchange of promises between offeror and offeree.
Ex: A offers: "I will sell you my car for $8,000." B responds: "Great, I accept." - Correct
Answer-bilateral contract
When the offer calls for the performance of an act to show acceptance, performance
becomes the acceptance. - Correct Answer-unilateral contract
Ex: A offers: "I will pay you $20 if you mow my lawn by Friday." B accepts when he
mows the lawn on Thursday afternoon. A owes B $20. If B does not mow the lawn,
there is no breach of contract because he never accepted the offer. - Correct Answer-
unilateral contract
The acceptance must "mirror" the offer. Any change (no matter how minor) to an offer is
a counteroffer, not an acceptance. - Correct Answer-mirror image rule
Ex: A offers: "I will sell you my car for $8,000." B responds: "Great, I'll pay that... but you
have to throw in 2 new rear tires for that price." No acceptance. - Correct Answer-mirror
image rule
A mailed acceptance of an offer is effective when sent, not when received. - Correct
Answer-mailbox rule
Ex: On Monday, A verbally offers to sell B his car for $2,000. On Tuesday morning, B
mails A a letter stating he will accept A's offer. On Tuesday afternoon, A calls and tells B
that he is withdrawing his offer. On Wednesday, A receives B's letter. Is there a valid
acceptance? - Correct Answer-yes because of the mailbox rule
