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Unformatted text preview: Business Law and the Regulation of Business Regulation
Chapter 10: Mutual Assent Chapter By Richard A. Mann & Barry S. Roberts Topics Covered in this Chapter Topics
I. Offer A. Essentials of an Offer B. Duration of Offers II. Acceptance of Offer A. Communication of Acceptance B. Variant Acceptances Essentials of an Offer
s s s Communication – offeree must have knowledge of the offer and the offer must be made by the offeror to the offeree. made Intent – determined by an objective standard of what a reasonable offeree would have believed. would Definiteness – offer's terms must be clear enough to provide a court with a basis for giving an appropriate remedy. giving Duration of Offers
s the time period specified or, if no time is stated, for a reasonable period of time. stated, s Revocation – generally, an offer may be terminated at any time before it is accepted, subject to the following exceptions. subject s Rejection – refusal to accept an offer terminates the power of acceptance. terminates s Counteroffer – counterproposal to an offer that generally terminates the original offer. offer. Lapse of Time – offer remains open for Duration of Offers
s Death or Incompetency – of either of Subject Matter – Illegality – of the the offeror or the offeree terminates the offer. the
s Destruction s Subsequent of an offer terminates the offer. of purpose or subject matter of the offer terminates the offer. terminates Duration of Revocable Offers Duration
Communicated Intent Definite and certain No Offer Offer Terminated
Lapse of time Revocation Rejection Counteroffer OFFER OPEN No Offer Death Incompetency Destruction of subject matter Subsequent illegality Revocation Revocation
s Option binds offeror to keep an offer open for a specified time. specified s Firm Offer – a merchant's irrevocable offer to sell or buy goods in a signed writing ensures that the offer will not be terminated for up to three months. terminated s Statutory Irrevocability – offer made irrevocable by statute. made Contract – contract that Revocation Revocation
s Irrevocable Offer of Unilateral Irrevocable Contract – a unilateral offer may not be Contract
revoked for a reasonable time after performance is begun. performance s Promissory Estoppel – noncontractual
promise that binds the promisor because she should reasonably expect that the promise will induce the promisee (offeree) to take action in reliance on it. action Acceptance of Offer Acceptance
Definition – positive and unequivocal expression of a willingness to enter into a contract on the terms of the offer. contract s Mirror Image Rule – except as modified by the Code, an acceptance cannot deviate from the terms of the offer. offer.
s Communication of Acceptance
s dispatch unless the offer specifically provides otherwise or the offeree uses an unauthorized means of communication. means s Stipulated Provisions in the Offer – the communication of acceptance must conform to the specification in the offer. conform
s General Rule – acceptance effective upon Acceptance Following a Prior Acceptance Rejection – first communication received by Rejection
the offeror is effective. the Communication of Acceptance
s and the Code provide that unless the offer provides otherwise, acceptance is authorized to be in any reasonable manner. to s Unauthorized Means – acceptance effective when received, provided that it is received within the time within which the authorized means would have arrived. authorized s Defective Acceptance – does not create a contract but serves as a new offer. contract Authorized Means – the Restatement Offer and Acceptance Offer
Communications by Offeror Offer Revocation Communication by O fferee Rejection Counteroffer Acceptance Acceptance after prior rejection Received by offeror Received by offeror Sent by offeree Received by offeror Terminates offer Terminates offer Forms a contract If received before rejection, forms a contract Time Effective Received by offeree Received by offeree Effect Creates power to form a contract Terminates power to form a contract Mutual Assent Mutual
Has a definite and certain offer been communicated? No No offer Yes
Has the offer been revoked by the offeror? Yes
Offer terminated No
Has the offeror received a rejection or counteroffer? No
Has lapse of time, death, incompetency, destruction of subject matter, or subsequent illegality occurred? Yes Yes No Yes No
Is acceptance effective? No contract Contract formed ...
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This note was uploaded on 10/25/2009 for the course LAW 100 taught by Professor Liu during the Spring '09 term at Zhejiang University.
- Spring '09