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MEE Contracts - Coggle Diagram

- - - - Advertisements ≠ offers unless specific enough
    - - Option?
      - Merchant's Firm Offer?
  - - - Silence ≠ acceptance
      - Counteroffer?
        
        Mirror Image?
        
        §2-207?
        
        If both parties ≠ merchants, then the counteroffer = acceptance but additional/different terms NOT part of K
        
        If both parties ARE merchants, the additional/different terms become part of the K UNLESS
        
        Materially alter the K
        
        The offer expressly limited the offer to its terms
        
        Offeror rejects
      - Mailbox rule
        
        Option/MFO
        
        Not valid until recipt!
        
        Rejection before acceptance
        
        race
  - - - Gifts
      - Pre-existing duty rule
      - Past consideration
        
        New trend: Moral obligation + subsequent promise
      - Consideration Substitute–Promissory estoppel
        
        Promise made
        
        Promisor expected promise to induce reliance
        
        It actually induced reliance
        
        Injustice can only be enforced by enforcement of the promise
    - - Pre-existing duty rule
        
        Need new consideration
        
        UNLESS
        
        Change in performance
        
        3rd party paying
        
        Unforseeeable change in circumstance
      - UCC Good faith = no consideration needed
  - - - Mutual
        
        Reformation?
        
        Rescind?
        
        EAIA
      - Unilateral
        
        Mistaken party rescision?
        
        Unconscionable?
        
        Non-mistaken party cause/knew about mistake?
        
        EAIA
    - - Intentional misrepresentation of a fact that was relied upon by other party
    - - Imbalance of power
    - - Improperly threatened & couldn't make a meaningful choice
        
        Threat of violence
        
        Economic
    - - Minor
      - Mentally ill
      - Intoxicated
  - - - MSOUR
    - - Writing
        
        Signed by person to be charged
        
        Doesn't have to be formal
        
        Can string together written communications
        
        Letter head from a company will suffice
        
        Writing could have occurred after the K was formed
        
        Essential terms
      - Performance
        
        1 year
        
        Full performance by one side
        
        Real Estate
        
        Payement/Possession/ Improvement
        
        UCC $500
        
        Letter/Memo of confirmation
        
        If BOTH parties = merchants & one sends a confirming memo & the other doesn't respond for 10 days
        
        Estoppel