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60. If a good has been stolen and is then sold to an unsuspecting buyer:
a. the good title passes to the buyer whether or not he knows the good was stolen
b. the good title passes to the buyer as long as he is unaware the good is stolen
c. the buyer must pay the rightful owner of the good
d. the buyer is liable for damages to the good and may have to serve jail time
e. none of the other choices are correct
61. Suppose parties to a contract that is under the UCC fail to specify some term. The UCC:
a. provides appropriate remedies for the breach created by that failure
b. has rules to fill the gap about a silent term
c. supplies all necessary terms to complete any commercial contract
d. requires the terms to be completed before it recognizes a valid contract
e. provides a special master to arbitrate all open terms
62. Suppose parties to a contract that is under the UCC fail to specify some term. The UCC:
a. provides appropriate remedies for the breach created by that failure
b. provides for a special master to arbitrate all open terms
c. supplies all necessary terms to complete any commercial contract
d. requires the terms to be completed before it recognizes a valid contract
e. none of the other choices
63. Under the common law, a contract cannot be formed until an offer is clearly accepted. Under UCC Article 2:
a. a contract "must be notarized" and must "show sufficient agreement" between the parties
b. a contract "may be made only in the presence of a judicial official"
c. a contract "may be made in any manner sufficient to show agreement" between the parties
d. a contract is not formed until an offer is clearly accepted
e. none of the other choices are correct
64. Under the common law, a contract cannot be formed until an offer is clearly accepted. Under UCC Article 2:
a. a contract "must be notarized" and must "show sufficient agreement" between the parties
b. a contract "may be made only in the presence of a judicial official"
c. a contract "may be made even without sufficient agreement" between the parties
d. a contract is not formed until an offer is clearly accepted
e. none of the other choices are correct
65. In Crest Ridge Construction v. Newcourt, where an order for construction materials that Crest Ridge needed was
rejected for failure to meet credit terms, and Crest Ridge had to find a higher-cost replacement and sued Newcourt
for damages, the appeals court held that:
a. Crest Ridge had no basis for suit since the credit terms of the contract were clear and it failed to follow the
instructions
b. Crest Ridge had no basis for suit since the credit terms of the contract were clear and it did not have
sufficient credit history to qualify
c. Newcourt was liable as it imposed higher credit conditions on Crest Ridge than it stated were necessary in
the contract
d. Newcourt was liable as its actions gave Crest Ridge reason to believe the sale had been approved
e. none of the other choices
66. In Crest Ridge Construction v. Newcourt, where an order for construction materials that Crest Ridge needed was
rejected for failure to meet credit terms, and Crest Ridge had to find a higher-cost replacement and sued Newcourt
for damages, the appeals court held that:
a. Crest Ridge had no basis for suit since the credit terms of the contract were clear and it failed to follow the
instructions
b. Crest Ridge had no basis for suit since the credit terms of the contract were clear and it did not have
sufficient credit history to qualify
c. Newcourt was liable as it imposed higher credit conditions on Crest Ridge than it stated were necessary in
the contract
d. Newcourt was liable because, at the last minute. it changed the price it was going to charge, which required
Crest Ridge to obtain more credit than it could qualify for
e. none of the other choices
67. In Crest Ridge Construction v. Newcourt, where an order for construction materials that Crest Ridge needed was
rejected for failure to meet credit terms, and Crest Ridge had to find a higher-cost replacement and sued Newcourt
for damages, the appeals court held that:
a. Newcourt was liable for breach of contract because there was sufficient evidence that the two companies
had formed a contract under the definition found in the UCC
b. Newcourt was not liable for breach of contract because there was not sufficient evidence that the two
companies had formed a contract under the definition found in the UCC
c. Crest Ridge was liable for breach of contract because it failed to inform Newcourt that it would not be able
to pay before delivery
d. Crest Ridge did not have a case because there was never any indication that they had formed a contract
with Newcourt
e. Newcourt was not liable for damages, even though there was sufficient evidence that the two companies
had formed a contract under the definition found in the UCC
68. In Crest Ridge Construction v. Newcourt, where an order for construction materials that Crest Ridge needed was
rejected for failure to meet credit terms, and Crest Ridge had to find a higher-cost replacement and sued Newcourt
for damages, the appeals court held that:
a. Newcourt was not liable for damages, even though there was sufficient evidence that the two companies
had formed a contract under the definition found in the UCC
b. Newcourt was not liable for breach of contract because there was not sufficient evidence that the two
companies had formed a contract under the definition found in the UCC
c. Crest Ridge was liable for breach of contract because it failed to inform Newcourt that it would not be able
to pay before delivery
d. Crest Ridge did not have a case because there was never any indication that they had formed a contract
with Newcourt
e. none of the other choices are correct
69. A buyer and seller have been doing business for months without a formal contract. Every Monday, the seller
delivers supplies to the buyer's business. Every Thursday, the buyer pays the invoice by mail. Is there a contract
between the parties?
a. in jurisdictions where the offer-acceptance rule is rigidly applied there is a contract under both the UCC and
the common law of contracts
b. in jurisdictions where the offer-acceptance rule is rigidly applied there is no contract under either the UCC or
the common law of contracts
c. under the UCC, a contract has been formed by the conduct of the parties
d. under the UCC, there is no contract formed because the delivery of supplies is a service, not a good
e. under the UCC there is no contract, but there is a quasi-contract under the common law
70. A buyer and seller have been doing business for months without a formal contract. Every Monday, the seller
delivers supplies to the buyer's business. Every Thursday, the buyer pays the invoice by mail. Is there a contract
between the parties?
a. in jurisdictions where the offer-acceptance rule is rigidly applied there is a contract under both the UCC and
the common law of contracts
b. in jurisdictions where the offer-acceptance rule is rigidly applied there is no contract under either the UCC or
the common law of contracts
c. under the UCC there is no contract, but there is a quasi-contract under the common law
d. under the UCC, there is no contract formed because the delivery of supplies is a service, not a good
e. none of the other choices
71. A buyer and seller have been doing business for months without a formal contract. Every Monday, the seller
delivers supplies to the buyer's business. Every Thursday, the buyer pays the invoice by mail. Difficult times arrive.
The buyer fails to make payment and the seller sues for breach of contract. Is there a contract?
a. in jurisdictions where the offer-acceptance rule is rigidly applied there is a contract under both the UCC and
the common law of contracts
b. in jurisdictions where the offer-acceptance rule is rigidly applied there is no contract under either the UCC or
the common law of contracts
c. under the UCC, there is no contract because the conduct involves delivery of supplies is a service
d. under the UCC, a contract has been formed by the conduct of the parties. The seller will prevail
e. none of the other choices
72. A buyer and a seller would like to enter into a contract for the sale of goods. In his offer the buyer does not specify
a price. The seller agrees with the arrangement.
a. under Article 2 there is a contract if the parties have done business before
b. under the common law of contracts, but not the UCC, there is a contract because the parties intended to
enter into a binding agreement even in the absence of the price term
c. there is a contract under Article 2 because it allows the parties to enter into a contract even though the price
is to be determined later
d. there is no contract under Article 2 because "some of the offer's major terms were omitted or were simply
left open for determination later"
e. there can be no contract under Article 2 or the common law when price is missing
73. A buyer and a seller would like to enter into a contract for the sale of goods. In his offer the buyer does not specify
a price. The seller agrees with the arrangement.
a. under Article 2 there is a contract if the parties have done business before; price never need be specified in
such instances
b. under the common law of contracts, but not the UCC, there is a contract because the parties intended to
enter into a binding agreement even in the absence of the price term
c. there can be no contract under Article 2 or the common law when a major term is missing
d. there is no contract under Article 2 because "some of the offer's major terms were omitted or were simply
left open for determination later"
e. none of the other choices
74. Under Article 2 of the UCC a contract can exist even if which of the following terms is(are) omitted:
a. payment terms
b. delivery terms
c. price
d. all of the other specific choices are correct
e. none of the other specific choices are correct
75. Under UCC Article 2, terms regarding payment, delivery and price are:
a. not necessarily necessary for the formation of a contract
b. required for the formation of a contract
c. not allowed in a formal contract
d. not allowed in a "casual contract"
e. necessary only when one of the parties is a minor
76. Under UCC Article 2, terms regarding payment, delivery and price are:
a. necessary only when one of the parties is a minor
b. required for the formation of a contract
c. not allowed in a formal contract
d. not allowed in a "casual contract"
e. none of the other choices are correct
77. Under the common law, an offer can be revoked:
a. anytime the offeror wants
b. only if allowed by a district court
c. anytime before acceptance
d. anytime after acceptance
e. anytime the offeree wants
78. Under the common law, an offer can be revoked:
a. anytime the offeror wants before the contract is sealed
b. only if allowed by a district court
c. anytime the offeree wants
d. anytime after acceptance
e. none of the other choices are correct
79. Under Article 2 of the UCC, a merchant's firm offer:
a. requires a signed writing by the offeror that the offer will remain open for a given period
b. is irrevocable if stated in writing that it remains open for a given time
c. stays open for a time not to exceed 3 months, if no other period of time is stated in the offer
d. does not require consideration to be irrevocable
e. all of the other choices
80. Which of the following is not true, under UCC Article 2, about a merchant's firm offer:
a. requires a signed writing by the offeror that the offer will remain open for a given period
b. is irrevocable if stated in writing that it remains open for a given time
c. stays open for a time not to exceed 3 months, if no other period of time is stated in the offer
d. does not require consideration to be irrevocable
e. all of the other choices are true
81. Which of the following is not true, under UCC Article 2, about a merchant's firm offer:
a. requires a signed writing by the offeror that the offer will remain open for a given period
b. it must be open to all members of the public
c. stays open for a time not to exceed 3 months, if no other period of time is stated in the offer
d. does not require consideration to be irrevocable
e. is irrevocable if stated in writing that it remains open for a given time
82. Under the common law, an acceptance cannot deviate from the terms of the offer without being considered either
a rejection or a counteroffer. Under UCC Article 2:
a. an acceptance is not valid if the offeree's acceptance contains different terms from those in the offer
b. an acceptance is valid when the parties intend to form a contract⎯even though the offeree's acceptance
contains different terms from those in the offer
c. an acceptance is only valid if it occurs in writing
d. an acceptance is only valid if it is communicated verbally
e. an acceptance is only valid if it is made within 3 months of the offer
83. Under the common law, an acceptance cannot deviate from the terms of the offer without being considered either
a rejection or a counteroffer. Under UCC Article 2:
a. an acceptance is not valid if the offeree's acceptance contains different terms from those in the offer
b. an acceptance is only valid if it is made within 3 months of the offer
c. an acceptance is only valid if it occurs in writing
d. an acceptance is only valid if it is communicated verbally
e. none of the other choices are correct
84. Lisa mailed an offer to sell cotton to Jeff who sent an acceptance. However, Jeff made changes in the time and
place of delivery. Under the UCC's Article 2:
a. acceptance cannot change the terms of the offer without being considered either a rejection or a
counteroffer
b. an acceptance is valid if the parties intend to form a contract⎯even though the acceptance contains some
different terms from those in the offer
c. alterations are not valid under the UCC so the parties need to look to the common law of contracts for a
solution
d. acceptance is valid only if this is an option contract
e. acceptance is valid only if this is a requirements contract
85. Lisa mailed an offer to sell cotton to Jeff who sent an acceptance. However, Jeff made changes in the time and
place of delivery. Under the UCC's Article 2:
a. acceptance cannot change the terms of the offer without being considered either a rejection or a
counteroffer
b. acceptance is valid only if this is a requirements contract
c. alterations are not valid under the UCC so the parties need to look to the common law of contracts for a
solution
d. acceptance is valid only if this is an option contract
e. none of the other choices
86. When terms in contracts conflict, it is called:
a. the "battle of the forms"
b. the "conflict of the forms"
c. the "fight of the forms"
d. the "tangle of the forms"
e. the "amalgamation of the forms"
87. When terms in contracts conflict, it is called:
a. the "amalgamation of the forms"
b. the "conflict of the forms"
c. the "fight of the forms"
d. the "tangle of the forms"
e. none of the other choices are correct
88. In Orkal Industries v. Array Connector, where Orkal bought parts from Array by sending an order form, but
Array confirmed with its own form that contained different terms. Orkal did not object to the different terms until
litigation arose later at which point the added terms mattered. The courts held that under the UCC:
a. the buyer, Orkal, controlled the terms, so the original order form controls
b. the buyer, Orkal, controlled the terms, so the original order form controls; Array could have forced a change
by requiring Orkal to recognize its different terms, but it failed to do so
c. the seller, Array, controlled because Orkal did not object to the change in terms when the contract was
formed
d. the seller, Array, controlled because under UCC 2-207, a sellers terms always control
e. none of the other choices are correct
89. In Orkal Industries v. Array Connector, where Orkal bought parts from Array by sending an order form, but
Array confirmed with its own form that contained different terms. Orkal did not object to the different terms until
litigation arose later at which point the added terms mattered. The courts held that under the UCC:
a. the buyer, Orkal, controlled the terms, sos the original order form controls
b. the buyer, Orkal, controlled the terms, so the original order form controls; Array could have forced a change
by requiring Orkal to recognize its different terms, but it failed to do so
c. the seller, Array, controlled because Orka di not object to the change in terms when the contract was formed
d. the seller, Array, controlled because under UCC 2-207, a sellers terms always control
e. none of the other choices are correct
90. In Orkal Industries v. Array Connector, where Orkal bought parts from Array by sending an order form, but
Array confirmed with its own form that contained different terms. Orkal did not object to the different terms until
litigation arose later at which point the added terms mattered. The courts held that under the UCC:
a. the buyer, Orkal, controlled the terms, so the original order form controls the contract
b. the buyer, Orkal, would have to provide new consideration for any change in the terms of the original
contract
c. the seller, Array, controlled because Orkal's form contained major defects that made it fail as sufficient to
create a contact
d. the seller, Array, controlled because under UCC 2-207, a sellers terms always control
e. none of the other choices are correct
91. Under the common law, contract modifications must be supported by new consideration to be binding on the
parties. Under UCC Article 2:
a. parties can only modify an existing sales contract in court
b. parties may not add new consideration to an existing sales contract
c. parties need not provide new consideration to modify an existing sales contract
d. parties need to provide new consideration to modify an existing sales contract
e. parties cannot modify an existing sales contract
92. Under the common law, contract modifications must be supported by new consideration to be binding on the
parties. Under UCC Article 2:
a. parties can only modify an existing sales contract in court
b. parties may not add new consideration to an existing sales contract
c. parties cannot modify an existing sales contract
d. parties need to provide new consideration to modify an existing sales contract
e. none of the other choices are correct
93. Suppose two parties to a contract that is under the UCC decide to make a significant change in the contract,
obligating the seller to provide more goods. When the terms of the contract change, it requires:
a. fair market value consideration
b. at least nominal consideration
c. trade usage consideration
d. signing a new contract to evidence a willingness to change
e. no consideration
94. Suppose two parties to a contract that is under the UCC decide to make a significant change in the contract,
obligating the seller to provide more goods. When the terms of the contract change, it requires:
a. fair market value consideration
b. at least nominal consideration
c. trade usage consideration
d. signing a new contract to evidence the willingness to change
e. none of the other choices
95. Balls, Inc. sells all baseballs needed by Major League Baseball (MLB). MLB agrees that prices and quantities will
be determined at the beginning of each year. After 4 years, MLB decides its needs fewer balls and demands it be
allowed to buy less. Balls demands MLB buy as much as in years before. If MLB sues under the UCC it will likely:
a. lose because the contract modification it seeks is not negotiated in good faith
b. lose because the contract modification it seeks is not supported by new consideration
c. win if the contract modification is sought in good faith
d. win because the right to such a contract modification under the UCC is irrevocable without consideration
e. lose because baseball is a service and thus is not within the scope of the UCC
96. Balls, Inc. sells all baseballs needed by Major League Baseball (MLB). MLB agrees that prices and quantities will
be determined at the beginning of each year. After 4 years, MLB decides its needs fewer balls and demands it be
allowed to buy less. Balls demands MLB buy as much as in years before. If MLB sues under the UCC it will likely:
a. lose because the contract modification it seeks is not negotiated in good faith
b. lose because the contract modification it seeks is not supported by new consideration
c. lose because baseball is a service and thus is not within the scope of the UCC
d. win because the right to such a contract modification under the UCC is irrevocable without consideration
e. none of the other choices
97. Andrea offered to buy apricots from Aramos. The offer was for 10 tons at $1.20 per pound to be transported to
Andrea's warehouse in Aramos trucks. Aramos accepted the offer, but said that the goods would be transported in
Andrea's trucks. A dispute later arose and Aramos refused to sell the apricots, asserting that no contract existed. If
Aramos sues, it:
a. wins because agricultural products are outside the scope of the UCC
b. wins because his acceptance changed terms from the original offer by Andrea
c. loses if it can be shown that the parties intended to form a contract even though the acceptance contained
different terms from those of the offer
d. loses if it can be shown that Aramos did not offer new consideration for the transportation modifications to
the contract
e. none of the other choices
98. Andrea offered to buy apricots from Aramos. The offer was for 10 tons at $1.20 per pound to be transported to
Andrea's warehouse in Aramos trucks. Aramos accepted the offer, but said that the goods would be transported in
Andrea's trucks. A dispute later arose and Aramos refused to sell the apricots, asserting that no contract existed. If
Aramos sues, it:
a. wins because agricultural products are outside the scope of the UCC
b. wins because his acceptance changed terms from the original offer by Andrea
c. loses because Aramos never got specific permission to change the terms of the initial offer
d. loses if it can be shown that Aramos did not offer new consideration for the transportation modifications to
the contract
e. none of the other choices
99. According the UCC's statute of frauds all:
a. contracts involving the sale of land must be in writing
b. sales of goods worth more than $500 must be in writing
c. warranties must be in writing
d. material terms must be included in written contracts
e. all of the other choices
100. According the UCC's statute of frauds all:
a. contracts involving the sale of land must be in writing
b. sales of goods worth more than $50 must be in writing
c. warranties must be written
d. material terms must be included in written contracts
e. none of the other choices
101. To satisfy the Statute of Frauds under UCC Article 2 there must be:
a. some basis for believing that the parties made a contract of the sale of goods
b. a legal document signed by both parties to the contract and witnessed by a judge
c. a verbal agreement
d. a notarized document detailing all details of the sale and contract
e. a full description of all goods involved in the sale
102. To satisfy the Statute of Frauds under UCC Article 2 there must be:
a. a full description of all goods involved in the sale
b. a legal document signed by both parties to the contract and witnessed by a judge
c. a verbal agreement
d. a notarized document detailing all details of the sale and contract
e. none of the other choices are correct
103. To be a valid contract, the writing of a contract under the UCC must be complete as to:
a. price and quantity
b. time of payment
c. all essential terms
d. all parties involved
e. none of the other choices
104. Under UCC Article 2, when there is a failure to respond to a writing signed by the other party:
a. there may be a good contract
b. there cannot be a good contract
c. there cannot be a good contract, but under the common law there could be
d. the court may require the other party to respond in writing to make the contract legal
e. the contract will not be binding
105. Under UCC Article 2, when there is a failure to respond to a writing signed by the other party:
a. the contract will not be binding
b. there cannot be a good contract
c. there cannot be a good contract, but under the common law there could be
d. the court may require the other party to respond in writing to make the contract legal
e. none of the other choices are correct
106. With respect to parol evidence and the UCC:
a. it follows the same rule as the common law
b. it allows oral testimony to contradict written documents
c. oral evidence may be used to explain trade dealings
d. oral evidence may be used even if the court finds that the written documents are complete
e. oral evidence may never be used
107. With respect to parol evidence and the UCC:
a. it follows the same rule as the common law
b. it allows oral testimony to contradict written documents
c. oral evidence may never be used
d. oral evidence may be used even if the court finds that the written documents are a complete statement of
terms
e. none of the other choices
