Tricky, Tricky: Contracts-PMBR Red Book 151-200

Here we go:

Q153. Still not sure about the "condition" language. Would love to read what BarBri has to say about this, just for another perspective on the language. A condition ought to modify a promise, not just be the promise. So I'm confused. Are there two meanings to the word "condition" in play here?

Q157. In an employment K, prospective inability to perform due to illness discharges the employee and makes it reasonable for the employer to hire someone else. But then the answer choice says that the employee may be liable for compensatory damages equal to the difference between the value of the promised performance and the substituted performance. So I'm not sure: is the employee discharged or not? I think under Maine law he would be discharged and NOT L for damages... Not sure what to do with this.

Q160. If one side has fully performed, the doctrine of anticipatory breach does not apply. Instead, the statement of an intention not to pay for performance has no legal effect. Hence the answer to the next question: no action for breach lies until the date for payment has arrived without payment being tendered.

Q162. Ugh. Another shifty, confusing use of terms of art. Seems like what's being described is a partially executed bilateral contract. Only creative definitions of a unilateral deal make it that after Feb. 15. Why, oh why, do these questions keep re-defining terms of art?

Q166. an installment contract is "one which requires or authorizes the delivery of goods in separate lots to be separately accepted, even though the contract contains a clause that each each delivery is a separate contract or its equivalent."

Q167. The bill of lading error would not be construed as a substantial nonconformity impairing the value of the whole contract. It's not delivery of nonconforming goods, so they can't be rejected. Obviously if you can't reject the shipment, you also can't cancel the whole installment K.

Q171. There must be a bona fide dispute in order for the pre-existing duty rule not to apply to void the accord for want of consideration.

Q173. I didn't take negotiable instruments, but it looks to me like 3-311 requires that partial payment of a disputed claim discharges the claim only if "the instrument or an accompanying written communication contained a conspicuous statement to the effect that the instrument was tendered as full satisfaction of the claim." There's no conspicuous statement here, so why is the debt discharged?

Q176. If the promisor indicates that he "doesn't think he can do it," there's no repudiation.

Q179. Read the answer choice carefully and get the parties straight. I had them confused when I read answer choice C and misunderstood it.

Q180. If you contract to begin payments "if the hotel is profitable" and the hotel is never profitable, you still must pay the amount due within a reasonable time because you impliedly promised that the hotel would be profitable in a reasonable time.

Q181. "Where it is clear that no loss at all has actually occurred, a provision fixing a substantial sum as damages is unenforceable."

Q183. Obligation to pay the subcontractor is not dependent on the contractor being paid, even if the payment term says the subcontractor is to be paid after the contractor is paid.

Q190. What an annoying question: either the UCC applies or it doesn't. If it does (and it does), the Knox's telegram was a 2-207 acceptance. If, somehow, Knox's telegram was a counteroffer, it becomes a rejection and a new offer. The original offer is dead. Now, Knox's telegram controls the terms of the deal and Warner's acceptance of the goods without objection to the price term in the telegram forms a contract on Knox's terms. I disagree with the analysis in the PMBR answer. Ugh. Why can't I seem to get on the same page with the damn examiners here?

Q193. Don't forget the 87(2) spin on promissory estoppel-- creates an option contract, preventing revocation.

Q196. Only the power of acceptance is terminated by death. If there is a K, it is enforceable against the estate.