Deck 11: Agreement in Traditional and E-Contracts

Question 1

A "sale" of software generally involves only a right to use the software.

Answer 1

True

Question 2

A statement of future intent-"I plan to sell my 700-pound sow"-is an offer.

Answer 2

False

Question 3

The UETA does not apply to a transaction unless the parties agreed to conduct the transaction electronically.

Answer 3

True

Question 4

An expression of opinion-"your customers will like this"-is an of?fer.

Question 5

An offeree's power of acceptance is terminated when the offeror dies unless the offer is irrevocable.

Question 6

An advertisement-"this property for sale"-is an offer.

Question 7

Under federal law, an electronic signature can be as valid as a signature on pa?per.

Question 8

An agreement is evidenced by a single event: an offer.

Question 9

Parties cannot opt out of the UETA.

Question 10

If an offeror does not expressly authorize a certain mode of acceptance, then acceptance may be made by any reasonable means.

Question 11

Under the mailbox rule, an acceptance takes effect at the time it is sent.

Question 12

The UETA covers only e-records and e-signatures relating to a transaction.

Question 13

State e-signature laws are uniform.

Question 14

An acceptance subject to new conditions implicitly rejects the offer.

Question 15

A forum-selection clause indicates the place for the resolution of a dispute arising under a contract.

Question 16

An offeror must have a serious intention to become bound by the offer.

Question 17

An invitation to negotiate-"can you afford this?"-is an offer.

Question 18

A counteroffer does not terminate but continues an offer.

Question 19

An acceptance sent by means not expressly or impliedly authorized is not effective until it is received.

Question 20

An e-record is considered received under the UETA only if a person is aware of its receipt.

Question 21

Fanny tells Eden that she will sign a lease if it includes a clause permitting Fanny to ex?tend the lease at the same amount of rent. Fanny's intent to sign the lease is determined by reference to Fanny's

A) assumptions.
B) beliefs.
C) unspoken opinions.
D) words and action.

Question 22

Howie enters into a contract with Ida over the Internet to buy soybeans as a hedge against falling prices in corn. Neither party prints out a hard copy. Under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), this contract can

A) be "denied legal effect" if it falls under the UCC's Statute of Frauds.
B) be "denied legal effect" unless a hard copy is printed.
C) be "denied legal effect" until it is executed.
D) not be "denied legal effect" because it is only in electronic form.

Question 23

Bill offers to sell his Consumer Service Center business to Dina for $100,000. Dina replies, "The price is too high. I will buy it for $90,000." Dina has

A) accepted the offer.
B) made a counteroffer without rejecting the offer.
C) rejected the offer and made a counteroffer.
D) rejected the offer without making a counteroffer.

Question 24

Lightspeed Corporation makes computers, each of which is packaged with a shrink-wrap agreement. Milo buys a Lightspeed desktop. The terms of the shrink-wrap agreement are most likely enforceable if

A) Milo buys the computer directly from Lightspeed.
B) Milo uses the computer after reading the terms.
C) Milo pays for the computer before reading the terms.
D) the terms concern warranties.

Question 25

Michelle gives out a business card with an e-mail address on it. According to the comments that accompany the UETA, it may be reasonable to infer that Michelle has consented to

A) transact business electronically.
B) submit to the jurisdiction of any selected forum.
C) accept and respond to any correspondence sent to that address.
D) nothing.

Question 26

Alan offers to transfer Beth's DVDs to digital flash drives for $150 plus the cost of the drives. The mailbox rule will not apply if Beth accepts the offer by

A) e-mail.
B) messenger.
C) regular mail.
D) telegram.

Question 27

Interstate Coffee Brokers, Inc. (ICBI), offers to sell Java Roasters, Inc., fifty bags of coffee beans. Java rejects the offer. The offer is

A) terminated.
B) valid for a reasonable time to give Java a "second chance."
C) valid for the period of time prescribed by a state statute.
D) valid until ICBI revokes the offer.

Question 28

Beyond-the-Sea Corporation and Homeport Company make a deal for Homeport's products, via e-records. Under the UETA, an e-record is considered sent when it

A) is signed and encrypted, and will be sent without changes.
B) is stored in the sender's back-up system.
C) is composed on the sender's computer.
D) leaves the sender's control.

Question 29

Tomato Farms (TF) offers to sell Unified Grocers, Inc., a boxcar load of tomatoes. The offer is sent via overnight delivery because an acceptance is re?quired urgently. It would be most reasonable for Unified to accept via

A) a fax, a letter, or a phone call to TF within two weeks.
B) a fax sent to TF as soon as the offer is received.
C) a letter mailed to TF within two days.
D) a phone call to TF within five business days.

Question 30

Elmo advertises a reward for the return of his lost dog. Floyd, who does not know of the reward, finds and returns the dog. Floyd cannot recover the re?ward because he

A) did not confer a benefit on Elmo by returning the dog.
B) did not know of the reward when he found and returned the dog.
C) does not need the money.
D) returned the dog.

Question 31

Deb buys a song through eSongs, an online music vendor. Before completing the purchase and downloading the song, Deb must agree to a provision not to make and sell copies of the song. This provision is

A) a browse-wrap term.
B) a click-on agreement.
C) a shrink-wrap agreement.
D) a choice-of-law clause.

Question 32

Flem, a user of GameCenter.com's Web site, can download gaming software for free if he first clicks on "I accept" after viewing certain terms. This is

A) a contract that does not include the terms.
B) a contract that includes the terms.
C) not a contract but the terms are enforceable.
D) unenforceable.

Question 33

Somethin'-in-the-Oven Corporation and Cookin' Good, Inc., transact a deal under the UETA. Other state law applies to a dispute between the parties relating to

A) attributing a party's e-signature.
B) the formation of the parties' contract.
C) the sending and receiving of e-records.
D) the legal effect of the parties' e-signatures and e-records.

Question 34

Yvon asks Zack, "Do you want to buy one of my fishing rods?" This is

A) a valid offer.
B) not a valid offer because the terms are not definite.
C) not a valid offer because Yvon did not state an intent.
D) not a valid offer because Zack did not respond.

Question 35

Deepwater Mining Corporation offers to sell East China Refining, Inc., a certain quantity of unrefined oil. If East China sends an acceptance via Deepwater's authorized mode of communication, it will be effective when it is

A) in transit.
B) received.
C) sent.
D) written.

Question 36

Nate tells Opal, "I might sell the skis that I bought last fall since I haven't used them and the skiing season is almost over." This is

A) an acceptance of an offer.
B) an invitation to accept an offer.
C) an offer.
D) a statement of future intent.

Question 37

Royal Properties, Inc., mails a flyer to hundreds of firms, advertising a building for sale. Standard Manufacturing Company responds by saying, "We accept your offer." Between Royal and Standard, there is

A) a contract for the sale of the building.
B) a contract to consider the offer before any others.
C) a contract to negotiate a sale of the building.
D) no contract.

Question 38

Quik Fix-It, Inc., offers Pam a job as a plumber. No time for acceptance is specified in the offer. The offer will terminate

A) after a reasonable period of time.
B) after a typical work week (five business days).
C) after a usual month (thirty calendar days).
D) never.

Question 39

Magic Math Corporation makes business accounting software, which is packaged with a shrink-wrap agreement. National Distribution Company distributes the software to retailers, including an Office Stuff store, where Peg buys a package of it. The parties to the shrink-wrap agreement are

A) Magic Math and National Distribution only.
B) Magic Math and Peg only.
C) Magic Math, National Distribution, Office Stuff, and Peg.
D) Office Stuff and Peg only.

Question 40

Grant offers to sell his Honda Civic for $10,000 to Ivy. Referring to the prices for similar Hondas, Ivy says, "I'll pay no more than $5,000." Grant says, "Forget it." Grant's offer was terminated by

A) Grant.
B) Honda.
C) Ivy.
D) no one-Grant's offer is still open.

Question 41

Omega, Inc., sells business application software-accounting and book?keeping programs, blank business forms, inventory control functions, and so on-in different combinations, in different packages, at different prices. Each package includes a shrink-wrap agreement that limits warranties and remedies. Precision Engineering Associates (PEA) buys an Omega package and uses the product. Later, PEA files a suit against Omega, claiming that the software is flawed and that the flaws caused PEA to suffer business losses. PEA asks for relief that exceeds the limits in the shrink-wrap agreement. What are shrink-wrap agreements? Are these agreements al?ways enforced? Under what circumstances is a court likely to enforce this agree?ment?

Question 42

On May 1, Brand Name Industries, Inc. (BNI), sent Carol a letter, via overnight delivery, offering to employ her to audit BNI's financial state?ments for the current year for $1,000. In the letter, BNI stated that Carol had ten days to accept. On May 5, Carol sent BNI a fax that stated, "The price for the audit seems too low. Would you consider paying $1,200?" BNI received the fax. The next day, Dan offered to conduct the audit for $800. On learning of Dan's offer, Carol immediately e-mailed BNI, agree?ing to do the work for $1,000. BNI received this e-mail on May 7. Explain why BNI and Carol do, or do not, have a contract.