Majority/Minority Rules

Contracts

When is acceptance of option contact valid

Majority: Upon receipt by offeror

Minority: Upon Dispatch

How much performance is required to make a unilateral offer binding?

Majority: At beginning of performance

Minority: Part performance

Are ads offers?

Majority: No

Minority: Yes, if they contains essential terms, if there’s no risk of overselling, and if contains certain language like “first come first serve”; or when they invite performance of a specific act without further communication, and leave nothing for negotiation

Will courts recognize validity of indefinite clauses? E.g. price

Majority: Only if there’s an objective method of determining it, e.g. specific formula, designated arbiter, extrinsic market source

Minority: Yes, it may insert a reasonable price if justice mandates it (Curran’s interpretation)

UCC: Open price term is fine, open quantity is not

Bound to negotiate in good faith

Minority

How are “different” terms treated between merchants in battle of forms

Majority: Ignore different terms beceause they aren’t incorporated under 2-207

Quasi-Majority: Different terms knock each other out

Minority: Treat them the same as additional terms