Problem.Dispute.Duration of offers

    In each of the following hypothetical scenes, assume the making of an offer with reasonably certain terms.  Select and apply rules from R.2d Contracts 35-50, as applicable, to answer the questions posed. 

    This assignment is a bit of a shortcut.  In practice you would look for primary authority to answer the questions posed.  You might look first to U.C.C. Article 2 because the proposed transactions involve goods.  But U.C.C. Article 2 does not include provisions that address the issues posed (recall that U.C.C. Article 2 is not a complete code of contract law for transactions in goods but rather addresses only some contract issues - -  see U.C.C. 1-103).  Most states would not have other statutes addressing the issues posed, so the primary authority would be in judicial opinions.  However, these problems refer you to the R.2d Contracts rather than to judicial opinions, primarily to save some time.  Recall that the R.2d Contracts is not law in any state except to the extent that a judicial opinion has expressly adopted a section of the R.2d Contracts as the rule in a particular case.  Generally, then, we use the R.2d Contracts as a surrogate for what we might expect to find in a judicial opinion, especially concerning issues, such as those below, which have long since been resolved. 

     One final note.  Do not confuse the questions posed with the separate question of whether a contract, if formed, would be enforceable in the absence of a writing sufficient to indicate that a contract has been made.  We look at the second question in Commentary.Statute of Frauds. 

    Part A

    1. Seller knows that a long time friend, Buyer, has expressed interest in buying Seller's Porsche.  Seller offers the Porsche to Buyer for $25,000.  Buyer replies that she isn't interested.  A day later Buyer calls Seller back and says that she will buy the Porsche for that price, but Seller says that he has decided to keep the car.  May Seller escape Buyer's claim that the two have formed a contract? 

    2. Seller knows that a long time friend, Buyer, has expressed interest in buying Seller's Porsche.  Seller offers the Porsche to Buyer for $25,000.  Buyer initially says that she will think about it.  A day later she calls Seller back and says that she will buy the Porsche for that price, but Seller says that he has decided to keep the car.  May Seller escape Buyer's claim that the two have formed a contract?  What if, just before Buyer told Seller that she would buy the car for $25,000, Seller had told Buyer that he had decided to keep the car?

    3.  Buyer offers $20,000 for Seller's Porsche. Two days later Seller responds that he will sell for $25,000. A week later, not having heard from Buyer, Seller tells Buyer that he will sell for $20,000, but Buyer says that she has bought another car and is no longer interested.  May Buyer escape Seller's claim that the two have formed a contract? 

    4.  Buyer offers $20,000 for Seller's Porsche and informs Seller that the offer is good for twenty-four hours. Seller calls Buyer thirty-six hours later and says that he will sell for $20,000. Buyer says that she has bought another car and is no longer interested.  May Buyer escape Seller's claim that the two have formed a contract? 

    5.  Buyer offers $20,000 for Seller's Porsche but does not state a time within which to accept the offer. Six months later Seller calls Buyer and says that he will sell for $20,000. Buyer says that she has bought another car and is no longer interested.  May Buyer escape Seller's claim that the two have formed a contract? 

    6.  Buyer offers $20,000 for Seller's Porsche and informs Seller that the offer is good for one week. Seller mails a response saying that he will sell for $25,000.  A day later, Seller changes his mind and sends a fax to Buyer saying that he will sell the Porsche to Buyer for $20,000. The fax arrives before the mailed response. Buyer says that a layoff from work means that she can no longer afford to buy the car.  May Buyer escape Seller's claim that the two have formed a contract?

    7.  Buyer offers $20,000 for Seller's Porsche.  Seller responds that he will sell the Porsche for $25,000 and informs Buyer that the offer will be good for one week. Two days later, Buyer learns that Seller has sold the Porsche to someone else. Nevertheless, Buyer calls Seller to tell Seller that Buyer will buy the car for $25,000.  May Seller escape Buyer's claim that the two have formed a contract?

    8.  Buyer offers $20,000 for Seller's Porsche.  Seller responds that he will sell the Porsche for $25,000 and informs Buyer that the offer will be good for one week. Two days later, Buyer tells Seller that she will buy the car for $25,000.  Seller responds that he has sold the car to someone else.  May Seller escape Buyer's claim that the two have formed a contract?

    Part B (To answer each of the following problems, consider R.2d Contracts 37, 25, and 273)

    9.  Seller offers his Porsche to Buyer for $25,000. Buyer tells Seller that she is interested in the car but won't know for one month whether or not she can afford to buy it.  Seller says that, for a $1,000, Buyer can have a month to decide; seller makes clear that the $1,000 is not refundable if the Buyer decides not to buy the car.  Buyer agrees and pays the $1,000. Three weeks later, Buyer learns that Seller has sold the car to someone else.  May Buyer nonetheless hold Seller responsible for breach of contract if she calls Seller immediately to accept Seller's offer?  

    10.  Seller offers his Porsche to Buyer for $25,000.   Buyer tells Seller that she is interested in the car but won't know for one month whether or not she can afford to buy it.  Seller says that, for a $1,000, Buyer can have a month to decide; seller makes clear that the $1,000 is not refundable if the Buyer decides not to buy the car.  Buyer calls Seller in the second week and says that she won't buy the car. One week later, Buyer changes her mind and tells Seller that she will buy the car but Seller says that he no longer wishes to sell it.  May Seller escape Buyer's claim that the two have formed a contract?   What if, between the time of Buyer's rejection and Buyer's acceptance, Seller had sold the car to someone else? If Seller is not bound in this second situation, should Buyer get any of her $1,000 back? On what theory?