MBE Question Thread Forum

[ConfusedL1]

I'm confused about accommodations for contract and the remedies. If anyone could help, I'd appreciate it. Thanks.

Here's my brief understanding. I've only seen this in answer choices, never part of the question:

UCC § 2-206, Offer and Acceptance in Formation of Contract, allows the seller to get around formally accepting an offer by shipment by serving a notice that the non-confirming shipment is only a "reasonable accommodation." Thus, my understanding is that the seller won't be liable for breach because a contract was never formed.

Practically, I have no idea how this would play out. My guess is that this is a way for repeat players to hedge against a breach. If the package is not accepted, they just have to pay shipping to get it back, they're not responsible for (probably) much more expensive breach for non-confirming goods.

For goods under a valid contract accepted by performance or a promise to ship, remember that there are four remedies depending on conformity and which party breached:

1. Seller breach/buyer keeps = Fair market value if perfect MINUS Market value as delivered OR cost of repair
2. Seller breach/seller keeps = market price at time of discovery MINUS k price OR replacement – K price
3. Buyer breach/buyer keeps = price of Contract
4. Buyer breach/seller keeps = K price MINUS resale )(BUT lost profits possible if volume seller)

[TheWalrus]

I'm confused about accommodations for contract and the remedies. If anyone could help, I'd appreciate it. Thanks.

Here's my brief understanding. I've only seen this in answer choices, never part of the question:

UCC § 2-206, Offer and Acceptance in Formation of Contract, allows the seller to get around formally accepting an offer by shipment by serving a notice that the non-confirming shipment is only a "reasonable accommodation." Thus, my understanding is that the seller won't be liable for breach because a contract was never formed.

Practically, I have no idea how this would play out. My guess is that this is a way for repeat players to hedge against a breach. If the package is not accepted, they just have to pay shipping to get it back, they're not responsible for (probably) much more expensive breach for non-confirming goods.

For goods under a valid contract accepted by performance or a promise to ship, remember that there are four remedies depending on conformity and which party breached:

1. Seller breach/buyer keeps = Fair market value if perfect MINUS Market value as delivered OR cost of repair
2. Seller breach/seller keeps = market price at time of discovery MINUS k price OR replacement – K price
3. Buyer breach/buyer keeps = price of Contract
4. Buyer breach/seller keeps = K price MINUS resale )(BUT lost profits possible if volume seller)

So it's pretty much just like a counter-offer? A rejection of the offer and a counter-offer?

[FormerChild]

I'm confused about accommodations for contract and the remedies. If anyone could help, I'd appreciate it. Thanks.

Here's my brief understanding. I've only seen this in answer choices, never part of the question:

UCC § 2-206, Offer and Acceptance in Formation of Contract, allows the seller to get around formally accepting an offer by shipment by serving a notice that the non-confirming shipment is only a "reasonable accommodation." Thus, my understanding is that the seller won't be liable for breach because a contract was never formed.

Practically, I have no idea how this would play out. My guess is that this is a way for repeat players to hedge against a breach. If the package is not accepted, they just have to pay shipping to get it back, they're not responsible for (probably) much more expensive breach for non-confirming goods.

For goods under a valid contract accepted by performance or a promise to ship, remember that there are four remedies depending on conformity and which party breached:

1. Seller breach/buyer keeps = Fair market value if perfect MINUS Market value as delivered OR cost of repair
2. Seller breach/seller keeps = market price at time of discovery MINUS k price OR replacement – K price
3. Buyer breach/buyer keeps = price of Contract
4. Buyer breach/seller keeps = K price MINUS resale )(BUT lost profits possible if volume seller)

So it's pretty much just like a counter-offer? A rejection of the offer and a counter-offer?

According to the Epstein lecture notes, p. 15, when the seller of goods sends the wrong goods, the general rule is that there is an acceptance and a breach. The exception to this general rule is "Accommodation (i.e., explanation) exception: counteroffer and no breach." I'm not sure what remedies would be so won't try to say I do and lead you astray. Hope this helps a little at least

[Toubro]

Property:

Real covenant. Every element for the burden to run for two parties is met, EXCEPT for notice bc neither party records their deed. Years later after land conveyed several times, one party with who is a BFP finds a copy of the deed. The other land was passed by inheritance

In the above, the party who found the deed gets the land even without notice because "the requirement of notice is a function of the recording statute." Is that right? So, because one burdened party without notice was not a BFP, but a donee, they are held to the covenant.

Yes, because at common law in the absence of recording statutes, notice was not needed for burdens to run. The statute is inapplicable because a donee (or devisee) for that matter does not take for value.

I think this exception is a bit too esoterica for Barbri to have tested though.

[Toubro]

Property question --

One of the questions I did made it appear as though the seller in a land sale contract doesn't necessarily need to have marketable title at the time of the contract, but rather at the time of delivery of the deed.

That's fine and all, but how does equitable conversion work in that case? EC happens at the time of contracting, but if at the time of contracting seller doesn't have title (and plans to acquire it later as she did in this question), buyer in the contract can't possible have equitable title right? And so wouldn't bear risk of loss?

[cnk1220]

Property question --

One of the questions I did made it appear as though the seller in a land sale contract doesn't necessarily need to have marketable title at the time of the contract, but rather at the time of delivery of the deed.

That's fine and all, but how does equitable conversion work in that case? EC happens at the time of contracting, but if at the time of contracting seller doesn't have title (and plans to acquire it later as she did in this question), buyer in the contract can't possible have equitable title right? And so wouldn't bear risk of loss?

You're right in that EC occurs at the time of the contract signing, so buyer becomes owner of real property (house) and seller becomes owner of personal property ($$ from the sale). However, if there was not marketable title at the signing of the K (if for example seller has an outstanding mortgage on the property)- seller would be given until the closing date to cure defect in title (pay off the remaining mortgage balance)- however the risk of loss will not pass to the buyer, this is an exception to the rule.

[ConfusedL1]

Property question --

One of the questions I did made it appear as though the seller in a land sale contract doesn't necessarily need to have marketable title at the time of the contract, but rather at the time of delivery of the deed.

That's fine and all, but how does equitable conversion work in that case? EC happens at the time of contracting, but if at the time of contracting seller doesn't have title (and plans to acquire it later as she did in this question), buyer in the contract can't possible have equitable title right? And so wouldn't bear risk of loss?

You're right in that EC occurs at the time of the contract signing, so buyer becomes owner of real property (house) and seller becomes owner of personal property ($$ from the sale). However, if there was not marketable title at the signing of the K (if for example seller has an outstanding mortgage on the property)- seller would be given until the closing date to cure defect in title (pay off the remaining mortgage balance)- however the risk of loss will not pass to the buyer, this is an exception to the rule.

Can you clarify this? You seem to be saying that if I sell you a house and I actually don't have marketable title (regardless of whether I know I don't or not), then EQ still applies and title is mine, but the risk of loss is still yours until closing and conveying marketable title. If that's true, then why even have the rule at all?

[Samarcan]

I have a quick civil procedure question I'd appreciate any help with. If P wants to sue D in federal court and cannot satisfy the Federal Question prong of Subject Matter Jurisdiction (SMJ), and thus must satisfy the Diversity prong of SMJ, can he use supplemental jurisdiction to reach the amount-in-question aspect of Diversity Jurisdiction?

So for example his original cause of action is for $70k, which doesn't meet the amount-in-question requirement, which must per rule exceed $75k. So can he add another claim, in the way supplemental jurisdiction contemplates, to get up to the $75K+ requirement?

Critical Pass card #13 for Civil Procedure says the answer is yes, but I've seen elsewhere that the answer is no -- that you can't get a claim in, through supplemental jurisdiction, until *after* you've *already* satisfied the SMJ requirement, through either FQ or Diversity.

Any help would be nice. Thanks!

[Toubro]

Property question --

One of the questions I did made it appear as though the seller in a land sale contract doesn't necessarily need to have marketable title at the time of the contract, but rather at the time of delivery of the deed.

That's fine and all, but how does equitable conversion work in that case? EC happens at the time of contracting, but if at the time of contracting seller doesn't have title (and plans to acquire it later as she did in this question), buyer in the contract can't possible have equitable title right? And so wouldn't bear risk of loss?

You're right in that EC occurs at the time of the contract signing, so buyer becomes owner of real property (house) and seller becomes owner of personal property ($$ from the sale). However, if there was not marketable title at the signing of the K (if for example seller has an outstanding mortgage on the property)- seller would be given until the closing date to cure defect in title (pay off the remaining mortgage balance)- however the risk of loss will not pass to the buyer, this is an exception to the rule.

Thanks! I wish they were more explicit about this exception rather than sneaking it into the MPQ sets. Live and learn!

[pancakes3]

I have a quick civil procedure question I'd appreciate any help with. If P wants to sue D in federal court and cannot satisfy the Federal Question prong of Subject Matter Jurisdiction (SMJ), and thus must satisfy the Diversity prong of SMJ, can he use supplemental jurisdiction to reach the amount-in-question aspect of Diversity Jurisdiction?

So for example his original cause of action is for $70k, which doesn't meet the amount-in-question requirement, which must per rule exceed $75k. So can he add another claim, in the way supplemental jurisdiction contemplates, to get up to the $75K+ requirement?

Critical Pass card #13 for Civil Procedure says the answer is yes, but I've seen elsewhere that the answer is no -- that you can't get a claim in, through supplemental jurisdiction, until *after* you've *already* satisfied the SMJ requirement, through either FQ or Diversity.

Any help would be nice. Thanks!

You can aggregate multiple unrelated claims against a single defendant to reach the amount in controversy but if there are multiple defendants, you can only aggregate between defendants if they're jointly and severably liable. If they're not jointly liable, you can't aggregate claims. However if at least one defendant satisfies the amount in controversy, you can supplement in the other defendants that don't meet the threshold.

[Toubro]

I have a quick civil procedure question I'd appreciate any help with. If P wants to sue D in federal court and cannot satisfy the Federal Question prong of Subject Matter Jurisdiction (SMJ), and thus must satisfy the Diversity prong of SMJ, can he use supplemental jurisdiction to reach the amount-in-question aspect of Diversity Jurisdiction?

So for example his original cause of action is for $70k, which doesn't meet the amount-in-question requirement, which must per rule exceed $75k. So can he add another claim, in the way supplemental jurisdiction contemplates, to get up to the $75K+ requirement?

Critical Pass card #13 for Civil Procedure says the answer is yes, but I've seen elsewhere that the answer is no -- that you can't get a claim in, through supplemental jurisdiction, until *after* you've *already* satisfied the SMJ requirement, through either FQ or Diversity.

Any help would be nice. Thanks!

The flash card is right because a plaintiff can aggregate related or unrelated claims to reach the amount in controversy. You don't need supplemental jurisdiction for this - this original SMJ by way of diversity.

What you've heard is also right, that you can't get a claim in through supplemental jurisdiction unless there is already a claim in there through either FQ or diversity. But in your example, the aggregation of claims by one P against one D results in diversity jurisdiction and there is no need to consider supplemental jurisdictions.

Also btw two or more Ps cannot aggregate claims to meet the amount in controversy requirement. One P must satisfy the AIC either by way of one claim or aggregated claims (as above), then another P whose only issue is that she doesn't have enough amount in controversy can come in under supplemental jurisdiction (this is Exxon).

These hypos are really useful (although probably overkill for the MBE): http://www.nathenson.org/courses/civpro ... gregation/

[Toubro]

I have a quick civil procedure question I'd appreciate any help with. If P wants to sue D in federal court and cannot satisfy the Federal Question prong of Subject Matter Jurisdiction (SMJ), and thus must satisfy the Diversity prong of SMJ, can he use supplemental jurisdiction to reach the amount-in-question aspect of Diversity Jurisdiction?

So for example his original cause of action is for $70k, which doesn't meet the amount-in-question requirement, which must per rule exceed $75k. So can he add another claim, in the way supplemental jurisdiction contemplates, to get up to the $75K+ requirement?

Critical Pass card #13 for Civil Procedure says the answer is yes, but I've seen elsewhere that the answer is no -- that you can't get a claim in, through supplemental jurisdiction, until *after* you've *already* satisfied the SMJ requirement, through either FQ or Diversity.

Any help would be nice. Thanks!

You can aggregate multiple unrelated claims against a single defendant to reach the amount in controversy but if there are multiple defendants, you can only aggregate between defendants if they're jointly and severably liable. If they're not jointly liable, you can't aggregate claims. However if at least one defendant satisfies the amount in controversy, you can supplement in the other defendants that don't meet the threshold.

Remember though that supplemental jurisdiction won't be available for plaintiff if she is suing a defendant joined under Rules 19 or 20.

[TheWalrus]

"In either case, specific performance is NOT available only to the seller or only to the buyer. If the seller cannot convey marketable title, the buyer MAY obtain specific performance of the land sale contract with an abatement of the purchase price in an amount reflecting the title defect."

Can someone explain this to me? Really confused as to what the abatement of the purchase price means.

[ConfusedL1]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

[Bobby_Axelrod]

"In either case, specific performance is NOT available only to the seller or only to the buyer. If the seller cannot convey marketable title, the buyer MAY obtain specific performance of the land sale contract with an abatement of the purchase price in an amount reflecting the title defect."

Can someone explain this to me? Really confused as to what the abatement of the purchase price means.

I believe an abatement of the purchase price means to reduce the purchase price by however much damage is caused by the title being unmarketable.

[Bobby_Axelrod]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

If the answer choice says: "The seller has the right to sell the table to whomever he wants." This would be wrong because it implies that regardless of whether the first offeree knows of the offer to the second offeree, the second offer would automatically revoke the first offer and the offeror would be off the hook. But that's not the case. If there has not been an effective recovation (e.g., the first offeree does not know of the second offer), the offeror would be liable to the first offeree even after acceptance by the second offeree.

[ConfusedL1]

Another K scenario:

Two merchants. There's an arithmetic error that leaves the seller in a bad position. There was not changed circumstances; it was just an error. Can anything be done to modify the contract if the other party won't agree?

[ConfusedL1]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

If the answer choice says: "The seller has the right to sell the table to whomever he wants." This would be wrong because it implies that regardless of whether the first offeree knows of the offer to the second offeree, the second offer would automatically revoke the first offer and the offeror would be off the hook. But that's not the case. If there has not been an effective recovation (e.g., the first offeree does not know of the second offer), the offeror would be liable to the first offeree even after acceptance by the second offeree.

I'm definitely missing something here. I thought the whole point of an option contract was to keep the offer open to buy time for some one to decide. If the second guy waits too long, why doesn't the first guy have the right to sell it to some one else 5 minutes after the second guy said "mmm not sure." What's keeping the offer open?

[Bobby_Axelrod]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

If the answer choice says: "The seller has the right to sell the table to whomever he wants." This would be wrong because it implies that regardless of whether the first offeree knows of the offer to the second offeree, the second offer would automatically revoke the first offer and the offeror would be off the hook. But that's not the case. If there has not been an effective recovation (e.g., the first offeree does not know of the second offer), the offeror would be liable to the first offeree even after acceptance by the second offeree.

I'm definitely missing something here. I thought the whole point of an option contract was to keep the offer open to buy time for some one to decide. If the second guy waits too long, why doesn't the first guy have the right to sell it to some one else 5 minutes after the second guy said "mmm not sure." What's keeping the offer open?

Here's my take, but people can feel free to shit on everything I'm saying.

An option contract just prohibits an offeror from revoking an offer. Once an offer is made, it remains open for a reasonable time, unless it is revoked. If you make me an offer to buy your car for $100, and I tell you I'm going to think about it, the offer is still open for a reasonable time. Thus, I can come back and accept that offer until the reasonable time period is over, UNLESS there has been an effective revocation (e.g., you tell me you're revoking the offer or I find out from Marsha that you sold your car to her instead). So, if I call you up the next day and tell you I accept your offer to buy your car, and there hasn't been an effective revocation, you're liable to me because the offer was still open.

[Samarcan]

I have a quick civil procedure question I'd appreciate any help with. If P wants to sue D in federal court and cannot satisfy the Federal Question prong of Subject Matter Jurisdiction (SMJ), and thus must satisfy the Diversity prong of SMJ, can he use supplemental jurisdiction to reach the amount-in-question aspect of Diversity Jurisdiction?

So for example his original cause of action is for $70k, which doesn't meet the amount-in-question requirement, which must per rule exceed $75k. So can he add another claim, in the way supplemental jurisdiction contemplates, to get up to the $75K+ requirement?

Critical Pass card #13 for Civil Procedure says the answer is yes, but I've seen elsewhere that the answer is no -- that you can't get a claim in, through supplemental jurisdiction, until *after* you've *already* satisfied the SMJ requirement, through either FQ or Diversity.

Any help would be nice. Thanks!

The flash card is right because a plaintiff can aggregate related or unrelated claims to reach the amount in controversy. You don't need supplemental jurisdiction for this - this original SMJ by way of diversity.

What you've heard is also right, that you can't get a claim in through supplemental jurisdiction unless there is already a claim in there through either FQ or diversity. But in your example, the aggregation of claims by one P against one D results in diversity jurisdiction and there is no need to consider supplemental jurisdictions.

Also btw two or more Ps cannot aggregate claims to meet the amount in controversy requirement. One P must satisfy the AIC either by way of one claim or aggregated claims (as above), then another P whose only issue is that she doesn't have enough amount in controversy can come in under supplemental jurisdiction (this is Exxon).

These hypos are really useful (although probably overkill for the MBE): http://www.nathenson.org/courses/civpro ... gregation/

Hmm. But the flash card (Critical Pass #13 for Civ Pro) says, "P can use supplemental Jx to overcome insufficient amount in controversy." What you wrote above seems to say P can aggregate claims via Diversity Jx without needing to resort to supplemental Jx. Am I missing something here?

[TheWalrus]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

If the answer choice says: "The seller has the right to sell the table to whomever he wants." This would be wrong because it implies that regardless of whether the first offeree knows of the offer to the second offeree, the second offer would automatically revoke the first offer and the offeror would be off the hook. But that's not the case. If there has not been an effective recovation (e.g., the first offeree does not know of the second offer), the offeror would be liable to the first offeree even after acceptance by the second offeree.

I'm definitely missing something here. I thought the whole point of an option contract was to keep the offer open to buy time for some one to decide. If the second guy waits too long, why doesn't the first guy have the right to sell it to some one else 5 minutes after the second guy said "mmm not sure." What's keeping the offer open?

Here's my take, but people can feel free to shit on everything I'm saying.

An option contract just prohibits an offeror from revoking an offer. Once an offer is made, it remains open for a reasonable time, unless it is revoked. If you make me an offer to buy your car for $100, and I tell you I'm going to think about it, the offer is still open for a reasonable time. Thus, I can come back and accept that offer until the reasonable time period is over, UNLESS there has been an effective revocation (e.g., you tell me you're revoking the offer or I find out from Marsha that you sold your car to her instead). So, if I call you up the next day and tell you I accept your offer to buy your car, and there hasn't been an effective revocation, you're liable to me because the offer was still open.

That's exactly right.

[ConfusedL1]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

If the answer choice says: "The seller has the right to sell the table to whomever he wants." This would be wrong because it implies that regardless of whether the first offeree knows of the offer to the second offeree, the second offer would automatically revoke the first offer and the offeror would be off the hook. But that's not the case. If there has not been an effective recovation (e.g., the first offeree does not know of the second offer), the offeror would be liable to the first offeree even after acceptance by the second offeree.

I'm definitely missing something here. I thought the whole point of an option contract was to keep the offer open to buy time for some one to decide. If the second guy waits too long, why doesn't the first guy have the right to sell it to some one else 5 minutes after the second guy said "mmm not sure." What's keeping the offer open?

Here's my take, but people can feel free to shit on everything I'm saying.

An option contract just prohibits an offeror from revoking an offer. Once an offer is made, it remains open for a reasonable time, unless it is revoked. If you make me an offer to buy your car for $100, and I tell you I'm going to think about it, the offer is still open for a reasonable time. Thus, I can come back and accept that offer until the reasonable time period is over, UNLESS there has been an effective revocation (e.g., you tell me you're revoking the offer or I find out from Marsha that you sold your car to her instead). So, if I call you up the next day and tell you I accept your offer to buy your car, and there hasn't been an effective revocation, you're liable to me because the offer was still open.

Thanks that's very helpful. This is certainly one area where contracts is NOT like real life, haha.

[cnk1220]

Can some one explain implied revocation as it related to option contracts?

Let's take a case where a non-merchant guy offers to sell a table and the next guy says "I'll think about it." The first guy then sells it to another person. THEN the second guy finds out through a friend it's sold then tries to accept.

It seems like for any contract that isn't a firm offer/supported be consideration, a revocation can always happen OR a seller could simply sell the item. The seller has zero obligation to keep the offer open if a person says "let me think about it and get back to you" right? This answer choice says no no the implied revocation is what matters. I think it doesn't matter. The seller had the right to sell even before the revocation supposedly happened.

If the answer choice says: "The seller has the right to sell the table to whomever he wants." This would be wrong because it implies that regardless of whether the first offeree knows of the offer to the second offeree, the second offer would automatically revoke the first offer and the offeror would be off the hook. But that's not the case. If there has not been an effective recovation (e.g., the first offeree does not know of the second offer), the offeror would be liable to the first offeree even after acceptance by the second offeree.

I'm definitely missing something here. I thought the whole point of an option contract was to keep the offer open to buy time for some one to decide. If the second guy waits too long, why doesn't the first guy have the right to sell it to some one else 5 minutes after the second guy said "mmm not sure." What's keeping the offer open?

Here's my take, but people can feel free to shit on everything I'm saying.

An option contract just prohibits an offeror from revoking an offer. Once an offer is made, it remains open for a reasonable time, unless it is revoked. If you make me an offer to buy your car for $100, and I tell you I'm going to think about it, the offer is still open for a reasonable time. Thus, I can come back and accept that offer until the reasonable time period is over, UNLESS there has been an effective revocation (e.g., you tell me you're revoking the offer or I find out from Marsha that you sold your car to her instead). So, if I call you up the next day and tell you I accept your offer to buy your car, and there hasn't been an effective revocation, you're liable to me because the offer was still open.

Thanks that's very helpful. This is certainly one area where contracts is NOT like real life, haha.

To answer your first Q:
An option K is supported by consideration to keep it open and irrevocable. So if you're selling me your car and I put down a deposit $100 for your car you can't sell it to anyone else bc now I have an option K supported by consideration. If there's no consideration it's not an option K and you'd be free to sell your car to someone else unless you were a merchant and made a firm offer in writing in which then the offer would be irrevocable for the period stated, never to exceed 3 months.

So to answer your Q the first guy doesn't have the right to sell it even if second guy says mmm not sure if its an option K because the second guy put down $$$... note even if second guy says "I don't want it" if he's made consideration (i.e. Put down $$$) the first guy can't sell it until the deadline for the option K runs out. This was a barbri Q I remember from the refresher mbe set.

A similar hypo re: tomatoes and lack of option k and the seller not being a merchant so firm offer rule didn't apply was the contracts MEE essay Q this past feb. on the UBE

[Bobby_Axelrod]

To answer your first Q:
An option K is supported by consideration to keep it open and "un-revocable". So if you're selling me your car and I put down a deposit $100 for your car you can't sell it to anyone else bc now I have an option K supported by consideration. If there's no consideration it's not an option K and you'd be free to sell your car to someone else. So to answer your Q the first guy doesn't have the right to sell it even if second guy says mmm not sure if its an option K because the second guy put down $$$... note even if second guy says "I don't want it" if he's made consideration (i.e. Put down $$$) the first guy can't sell it until the deadline for the option K runs out. This was a barbri Q I remember from the refresher mbe set.

A similar hypo re: tomatoes and lack of option k was the contracts MEE essay Q this past feb.

Re bolded: But, even if it's not an option contract, if offeror sells the car to someone else and does not effectively revoke the offer he made you, and you accept within a reasonable time, offeror would be liable to you, right?

[TheWalrus]

To answer your first Q:
An option K is supported by consideration to keep it open and "un-revocable". So if you're selling me your car and I put down a deposit $100 for your car you can't sell it to anyone else bc now I have an option K supported by consideration. If there's no consideration it's not an option K and you'd be free to sell your car to someone else. So to answer your Q the first guy doesn't have the right to sell it even if second guy says mmm not sure if its an option K because the second guy put down $$$... note even if second guy says "I don't want it" if he's made consideration (i.e. Put down $$$) the first guy can't sell it until the deadline for the option K runs out. This was a barbri Q I remember from the refresher mbe set.

A similar hypo re: tomatoes and lack of option k was the contracts MEE essay Q this past feb.

Re bolded: But, even if it's not an option contract, if offeror sells the car to someone else and does not effectively revoke the offer he made you, and you accept within a reasonable time, offeror would be liable to you, right?

Only if there is no indirect revocation.