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Bar Exam Terms -2

カード 20枚 作成者: gabriel (作成日: 2013/12/09)

  • Governing Law

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  • 1

    Governing Law

    補足(例文と訳など)

    答え

    • This question is governed by Article 2, which governs sales of goods (things that are moveable at the time of sale).

    解説

  • 2

    Merchants and Merchant-Dealers

    補足(例文と訳など)

    答え

    • Any person in a business or profession is a merchant. A seller is a merchant-dealer if she regularly sells goods of a particular kind.

    解説

  • 3

    Formation of Sales Contract

    補足(例文と訳など)

    答え

    • A sales contract is made in any manner that shows agreement, including conduct.

    解説

  • 4

    Valid Offer

    補足(例文と訳など)

    答え

    • An offer is the manifested willingness to enter into a contract inviting acceptance.

    解説

  • 5

    Acceptance

    補足(例文と訳など)

    答え

    • An offer can be accepted in any reasonable manner. A buyer's offer to buy seeking prompt shipment can be accepted either by seller's promise to ship or by shipment of conforming or nonconforming goods.

    解説

  • 6

    Battle of the Forms

    補足(例文と訳など)

    答え

    • A definite, timely acceptance creates a K even if acceptance contains additional or different terms. Between merchants, add'l terms become part of the K unless either (1) offeror objects within reasonable time OR (2) new terms are material (cause hardship or surprise). Different terms cancel out inconsistent terms in the offer (knock-out), and gap-fillers are used instead

    解説

  • 7

    Statute of Frauds

    補足(例文と訳など)

    答え

    • A contract for the price of $500 or more is not enforceable unless the D has signed a writing indicating a contract between the parties and stating the quantity.

    解説

  • 8

    Statute of Frauds Exceptions (CAPS)

    補足(例文と訳など)

    答え

    • 4 exceptions to the St/F: 1) Merchant's *CONFIRMATION* (signed writing to another merchant who does not object in writing w/in 10 days); 2) *ADMISSION* in a judicial proceeding. 3) *PERFORMANCE* by payment or acceptance of goods; or (4) *SPECIALLY Made Goods* to which Seller has made substantial beginning of manufacture

    解説

  • 9

    Terms of the Contract

    補足(例文と訳など)

    答え

    • Express terms of K are supplemented by trade usage (custom), course of dealing (patterns btwn 2 parties in former Ks), & course of performance (patterns in dealing btwn 2 parties in this K) • Missing terms, incl. price, are supplied by UCC gap-fillers. • Quantity can be by output or requirement

    解説

  • 10

    Express Warranty

    補足(例文と訳など)

    答え

    • Any description or sample or model that is the basis of the bargain acts as an express warranty (opinions & puffing do NOT)

    解説

  • 11

    Disclaimers of Implied Warranties

    補足(例文と訳など)

    答え

    • Disclaimers of implied warranties are permitted, but they must be conspicuous and must mention merchantability if that warranty is to be disclaimed (or say "as is").

    解説

  • 12

    Modification of a Sales Agreement

    補足(例文と訳など)

    答え

    • Modification of a sales agreement can be made by agreement alone. Unlike a C/L contract, NO consideration is needed.

    解説

  • 13

    Buyer's Right to Reject Nonconforming Tender

    補足(例文と訳など)

    答え

    • • In single-delivery Ks, a buyer can reject for anything less than perfect tender. • In installment Ks, there must be substantial nonconformity for rejections. Timely notice of rejection is required, and the seller has a right to cure.

    解説

  • 14

    Buyer's Right to Revoke Acceptance

    補足(例文と訳など)

    答え

    • A buyer may revoke acceptance for latent (hidden) defects of material effect if timely notice is given and the goods are returned unchanged (defect cannot be discovered in "processing" goods that alters their form).

    解説

  • 15

    Seller's Defenses of Impossibility & Impracticability

    補足(例文と訳など)

    答え

    • Similar to C/L contracts: *Impossibility* (destruction of goods identified in the contract) and *Impracticability* (failure of basic assumption on which contract was based)

    解説

  • 16

    Remedies

    補足(例文と訳など)

    答え

    • As a general rule, the nonbreaching party will receive damages equivalent of full performance. Damages for Seller's Breach w/ Undelivered or Rejected Goods

    解説

  • 17

    Part 1

    補足(例文と訳など)

    答え

    • Allocated using *Cover Formula* if replacement goods are bought [price diff btwn undelivered and replacement goods + consequential dmgs + incidental dmgs]• OR *Market Formula* if replacement goods are not purchased [price diff between undelivered goods and FMV of goods at time of delivery + consequential dmgs + incidental dmgs]

    解説

  • 18

    Damages for Seller's Breach w/ Accepted (Nonconforming) Goods

    補足(例文と訳など)

    答え

    • Damages will be the difference in value of promised goods and delivered goods at time of delivery plus consequential and incidental damages.

    解説

  • 19

    Specific Performance in Seller Breach

    補足(例文と訳など)

    答え

    • For goods that are unique or where a buyer cannot cover, he may seek the extraordinary remedy of specific performance. Damages for Buyer's Breach

    解説

  • 20

    Part 1

    補足(例文と訳など)

    答え

    • Seller has an action for the K price if Buyer has not paid and goods were accepted, goods were lost while buyer bore the risk, or goods are not resellable (e.g., specially made goods). • Seller can collect dmgs for value of goods per *Resale Formula* where goods are resold [amount of K price less amount of resale plus incidental dmgs[; OR *Market Formula* where goods are not resold [amount of K price less FMV of goods at time of breach plus incidentals].

    解説

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