,Solution manual for The Law of Contracts and the
Uniform Commercial Code, 4th Edition Pamela R.
Tepper
Notes
1- The file is chapter after chapter.
2- We have shown you few pages sample.
3- The file contains all Appendix and Excel
sheet if it exists.
4- We have all what you need, we make
update at every time. There are many new
editions waiting you.
5- If you think you purchased the wrong file
You can contact us at every time, we can
replace it with true one.
Our email:
,CHAPTER 1
CONTRACT LAW: A GENERAL INTRODUCTION
INTRODUCTION: JUST SUPPOSE . . .
If you are curious about what really happened in the case featured in the Chapter 1 introduction,
refer to Thomas v. Publishers Clearing House, 29 Fed. Appx. 319, 2002 WL 193935
(C.A. 6 Ohio).
ANSWERS TO CASE QUESTIONS
TK Power, Inc. v. Textron, Inc., 433 F. Supp. 2d 1058 (N.D. Cal. 2006).
What facts did the court rely upon in reaching its result?
Answer: The court reviewed the transaction and determined that the parties were contracting for
a service and not a sale.
What issues were distinguishing for the court in finding that the transaction was governed by the
common law rather than the U.C.C.?
Answer: Because TK Power was supposed to develop a battery prototype for Textron in three
phases, these facts supported the court’s conclusion that the primary purpose of the contract was
for a service.
Would the court’s decision have been different had TK Power completed the development of the
prototype battery and sold it to Textron? Why or why not?
Answer: This question is meant for discussion with students and does not have a definite answer.
Kingvision Pay Per View v. Wilson, 83 F.Supp. 2d 914 (W.D. Tenn. 2000).
What are the issues in the case?
Answer: The issues in the case involve theft of intellectual property and statute-of-limitations
issues.
1
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,2 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
What was the basis of the challenge to the statute of limitations question?
Answer: The issue was whether the federal or state statute of limitations applied. The court
determined that state law applied and found that the suit was timely filed.
What is the central theme in footnote 4 of the court’s opinion?
Answer: The plaintiff ’s attorney copied a legal treatise verbatim without citation to the treatise.
How does the footnote have bearing on the practice of paralegals in researching projects for their
attorneys?
Answer: This is a good example for students to learn early that copying information without
providing the legal source is a bad practice, violates professional rules of ethics, and can earn the
wrath of a judge.
Eschwig v. State Bar of California, 1 Cal. 3d 8, 459 P.2d 904, 81 Cal. Rptr. 352 (1969).
Would the Court’s result have been different had Eschwig reviewed the law and disclosed his
interests? Why or why not?
Answer: This question is meant for discussion with students and does not have a definite answer.
If Eschwig had reported the sale to the Court initially, would the resulting disbarment still have
occurred?
Answer: This question is meant for discussion with students and does not have a definite answer.
From the facts, what importance does the court place on researching the law prior to preparing a
contract document? Explain your responses.
Answer: The court places a heavy emphasis on legal research and preparation. This is part of a
lawyer’s legal and ethical obligations and is an important lesson for students to comprehend.
ANSWERS TO REVIEW QUESTIONS
1. Define the concepts of precedent and stare decisis.
Answer: Precedent is case law that is followed by a court. Precedents create the legal
concept of stare decisis—stand by the thing decided. Through stare decisis, judges review
past decisions and apply similar rules to similar situations. In doing so, stare decisis allows
for fairness and some level of predictability in the decisions that are made by judges.
2. What is the common law?
Answer: The common law of contracts is the law based on English traditions and created by
judges to settle disputes arising out of contractual relationships.
3. Who developed the Restatements of Contracts and why?
Answer: As a response to the volume of case law being decided in this country, a group of
lawyers, judges, and law professors formed the American Law Institute (ALI) in 1923. The
purpose of the ALI was to gather the law to create a guide for legal professionals.
4. What is the Uniform Commercial Code and what distinguishes it from the common law?
Answer: The National Conference of Commissioners on Uniform State Laws created the
Uniform Commercial Code (U.C.C.). The U.C.C. was created by a group of scholars and
has been adopted by states, usually through legislation. The common law is judge-created
law.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION 3
5. How many articles are presently included in the Uniform Commercial Code and which
article is devoted to the law of sales?
Answer: Originally, the U.C.C. consisted of nine articles, but two new ones have been
added—Article 2A Leases and Article 4A Fund Transfers—making the total eleven articles.
Article 2 is devoted to Sales.
6. What is one of the federal consumer-based statutes, and why are consumer protection
statutes important to the law of contracts?
Answer: The Magnuson-Moss Warranty Act is a federal consumer-based statute. Such
statutes apply to warranties for transactions of products used by a household, family, or
individuals. They provide a mechanism to protect the public against unconscionable
transactions and unscrupulous merchants or sellers.
7. List the technology-based laws that govern e-commerce and what types of changes these
statutes brought about that were significant to contracts.
Answer: These laws include the Uniform Electronic Transactions Act (UETA), Electronic
Signatures in Global and National Commerce Act (E-Sign), and Uniform Computer
Information Transactions Act (UCITA). These laws allow for contracts to be electronic,
allow for electronic signatures, validate electronic transactions, and protect consumers from
vendors on the Internet.
8. What is a legal treatise and which two are the most noteworthy in contract law?
Answer: A legal treatise is a single-volume or multivolume set of books devoted to the
study and interpretation of an area of law. Arthur L. Corbin, Corbin on Contracts (Rev. ed.
1993) and Samuel Williston, A Treatise on the Law of Contracts (4th ed. 1990), are two
noteworthy examples.
9. Identify resources that will assist in finding the law in both your jurisdiction and another
state. Explain how each resource will assist you in preparing an assignment or project for
your supervising attorney.
Answer: Resources include encyclopedias; form books; law journals and periodicals;
Westlaw, Lexis, and other online pay services; and the Internet. Encyclopedias provide a
general overview of the law. Form books assist in drafting a document and oftentimes
provide general information about a topic. Law journals and periodicals are usually topic
specific, with law journals providing a comprehensive look into a specific area of the law.
Westlaw and Lexis contain a comprehensive library of the law, using most of the available
legal sources.
10. Name three online sources that will assist you in finding federal cases in your jurisdiction
and in finding federal statutes.
Answer: Online sources include www.uscourts.gov, www.thomas.gov,
www.gpoaccess.gov, www.regulations.gov, www.house.gov, www.senate.gov,
www.findlaw.com, numerous online sites from law schools, and Westlaw and Lexis, to
name a few.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,4 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
Answers to EXERCISES
1. Determine which law applies to the transaction. Support your response with a detailed
explanation.
a. Arlene wants to remodel her kitchen and hires Kitchen Make-Over, Inc.
Answer: Common law
b. Marty buys a new flat screen television from Electronics World.
Answer: Sales
c. Marty buys a flat screen television from his friend John.
Answer: Sales
d. Hotels Corporation buys 500 sets of sheets from Linens of the World, Inc.
Answer: Sales
e. Hotels Corporation hires Linens of the World to decorate its rooms in its Chicago and
Philadelphia locations.
Answer: Common law
2. Determine whether the following questions are true or false statements.
a. The common law is the law created by a legislature.
Answer: False
b. The common law is the law created by judges.
Answer: True
c. The Uniform Commercial Code governs the law of sales and other commercial
transactions.
Answer: True
d. UCITA has been adopted by every jurisdiction in the United States.
Answer: False
e. The most significant legal treatises on contracts law are Calamari and Perillo on
Contracts and Williston on Contracts.
Answer: False
f. Legal encyclopedias present a general overview of the law.
Answer: True
3. (a)Lori wants to start a business selling cookies. She does not have a lot of financial
resources so she begins by baking cookies in her home and selling them to neighbors and
friends. She hires Margie to assist her for $10.00 an hour. Margie works for two weeks and
quits. Lori never paid her. What law would apply to this transaction and why?
Answer: Common law because this is a service contract
(b)Lori’s cookie business is really taking off. She finally gets that big account, Delectable
Cookie Delights. They place an order for 50 dozen cookies due in two weeks. Lori panics
because she realizes she does not have any help to bake the cookies. She misses her
deadline and only supplies 30 dozen cookies. Delectable Cookie Delights is not happy and
wants to enforce their agreement. What law would apply to the transaction and why? What
if Lori’s neighbor Melissa ordered the 50 dozen cookies, would that change your response?
Explain your responses.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION 5
Answer: Sales law would apply, because the transaction is for the sale of a good and not a
service. Therefore, the U.C.C. applies to the transaction. The facts cited would not change
the result.
4. A new client, Delia Johnson, has hired your law firm to represent her in a lawsuit she
intends to file against her employer. Answer the following questions:
a. What type of law would apply to the relationship between the law firm and Delia
Johnson? Support your response.
Answer: Contracts/employment law
b. What type of law would apply to the relationship between Delia Johnson and her former
employer? Support your response.
Answer: Common law and not the U.C.C.
5. Define the following terms.
a. Precedent
Answer: See Review Questions
b. Common law
Answer: See Review Questions
c. Uniform Commercial Code
Answer: See Review Questions
d. Restatements
Answer: See Review Questions
e. Legal treatise
Answer: See Review Questions
6. Locate the following law review articles.
a. Michael H. Dessent, “Digital Handshakes in Cyberspace Under E-SIGN: There’s a New
Sheriff in Town!” 35 U. RICH. L.REV. 943 (2002)
b. Contracting In the Age of the Internet of Things: Article 2 of the UCC and Beyond, 44
HOFSTRA.L.REV.839 (2016)
c. When Tweets Get Real: Applying Traditional Contract Law Theories to the World of
Social Media, 3 Ariz.St.Sports & Ent.L.J.1 (October 1, 2013)
d. Juliet M. Moringiello, “Signals, Assent and Internet Contracting,” 57 Rutgers L. Rev.
1307 (2005)
e. Rachel S. Conklin, (Student Articles), “Be Careful What You Click For: An Analysis of
Online Contracting,” 20 Loy. Consumer L. Rev. 325 (2008)
Choose one article and prepare a summary of the legal concepts in the article.
7. Using the facts from the Hartley matter in the Practical Application section of this Chapter,
determine whether facts support the Hartley’s case against the boat company. As part of your
assignment, identify the legal resources you used to research the case.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,6 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
8. Locate the following legal resources.
a. Section 90 of the Restatement (Second) of Contracts: What is the title of this section?
Answer: Promissory Estoppel
b. Second 207 of the Uniform Commercial Code: What is the title of this section?
Answer: Additional Terms (modification of the mirror image rule)
c. UCITA: How many articles encompass this model law?
Answer: Proposed Article 2B divided into 9 parts
d. Magnuson–Moss Act: What is the citation for this Act? What Congress passed this Act?
Answer: 15 U.S.C. section 2301 et seq. Passed in 1975 by the 93rd Congress; P.L. 93-637
e. Specht v. Netscape Communications Corp (2nd Cir. 2002): What is the citation for this
case? What are the main issues in this case?
Answer: 306 F.3d 17 (2d Cir. 2002). Enforceability of an arbitration clause in an
Internet contract.
9. Determine whether your jurisdiction has the following legal resources. For each source,
note the title and author(s) of the publication.
a. state legal encyclopedia
b. state transactional practice guide
c. state form book
d. state law review journals
e. state bar association journals
f. state paralegal journals, periodicals, or newsletters
Answer: All answers will vary according to the state’s resources.
10. Locate your state’s consumer protection statute and answer the following questions.
a. When was the legislation passed?
b. What is the citation for the Act?
c. What are the penalties for violation of the Act?
d. Who is covered by the Act?
e. What are the legal requirements to commence a lawsuit in your state?
(If your state does not have a consumer protection statute, choose Texas, California, or New
York for this question.)
Answer: All answers will vary according to the state’s resources.
Answer to ETHICS EXERCISE
It seems that your attorney forgot she had a brief in five days in your state's highest court
regarding a breach of contract case she is appealing. She is involved in a trial and is really
pressed for time. She asks you to draft the brief for her review. You have only written two
appellate briefs in your career, so you are a bit nervous about the assignment. Working all day
and night, you find this great law review article that has all the research you need. You quickly
cut and paste numerous passages from the article without changing a word. You add in some
facts from your client's situation and the brief is ready for your attorney's review. Impressed with
your work, the attorney makes a few edits, but leaves the brief intact. Thirty days later, the reply
brief hits your desk with a note from your attorney. The note is as follows:
Sean:
I just received this reply brief from the opposing counsel. He has accused me of plagiarism. He
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION 7
states in his brief that our brief is almost verbatim from a law review article from the New York
University law school's law review journal. He is filing a complaint with the bar against me.
Please tell me this is not the case.
What responsibility does the supervising attorney have over the paralegal's work? Since the
supervising attorney did not know of the paralegal's actions, is the attorney responsible?
Explain your position using statutes, case law, and ethics opinions.
Answer: This response will vary according to the codes of ethics in each state. But, the general
consensus from the ABA rules of professional responsibility is that the attorney is responsible for
the actions of the paralegal and has a duty to supervise the paralegal's work. Most states will hold
the attorney responsible for an action of the paralegal as though it were the attorney's own
actions and work product.
Answers to CASE ASSIGNMENTS
1. Your attorney has requested that you research your state’s electronic signature
requirements. What steps must his client take to sign a legal document electronically?
Prepare a detailed memorandum of your findings to your attorney. (Be sure to include the
name and citation of your state statute with a copy of the Act attached for reference.)
Answer: This response will vary according to the statute of each state.
2. Abby was in the infancy stages of starting her new business. She was opening a catering
service that would focus on healthy eating. And best of all, she would purchase all her
ingredients from local farmers. Abby researched the different farms and the products they
produced. She decided to visit four farms to learn more about their products. After her
visits, she decided to hire Vince Barton from Barton Farms and Toby Lindley from
Springfield Gardens. Initially, she hired both farms to provide her consulting services to
help her plan menus and determine how to incorporate seasonal vegetables into her menus.
When the business started, Abby would begin buying the produce from Vince and Toby.
Before she had her first customer, Vince moved away. His replacement, Amanda Coates,
insisted that Abby only use Barton Farms for consultation. Abby refused. She did not like
Amanda’s style of doing business and decided to cease using Barton Farms as a consultant
and refused to purchase any produce from Barton Farms—ever. Although Vince had never
signed a formal document with Abby, Amanda sued Abby for terminating her relationship
with Barton Farms. As the paralegal for the firm assisting Abby, you are faced with
determining which law applies: the common law or the U.C.C. Present your best arguments
as to which law may apply to these facts.
Answer: The focus of the question should be the main objective of the contract. Was it a service
contract or a sales contract? The student should focus on that issue in their response.
Check It Out:
Some movies that address principles discussed in the chapter are:
The Paper Chase:
What is the premise of this movie?
What contracts case was used in class?
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
, 8 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
Why did Professor Kingsley give the law student a dime to call his mother?
What type of contracts did the movie discuss—common law or U.C.C.?
Reversal of Fortune: Although this movie does not address contract issues specifically, it does
portray the legal process, discovery, legal research, and appellate advocacy. It depicts the Sunny
Von Bulow trial and appeals with noted Harvard attorney Allan Dershowitz. It is a good movie
to observe the process in light of the fact that it is based on a true story.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
Uniform Commercial Code, 4th Edition Pamela R.
Tepper
Notes
1- The file is chapter after chapter.
2- We have shown you few pages sample.
3- The file contains all Appendix and Excel
sheet if it exists.
4- We have all what you need, we make
update at every time. There are many new
editions waiting you.
5- If you think you purchased the wrong file
You can contact us at every time, we can
replace it with true one.
Our email:
,CHAPTER 1
CONTRACT LAW: A GENERAL INTRODUCTION
INTRODUCTION: JUST SUPPOSE . . .
If you are curious about what really happened in the case featured in the Chapter 1 introduction,
refer to Thomas v. Publishers Clearing House, 29 Fed. Appx. 319, 2002 WL 193935
(C.A. 6 Ohio).
ANSWERS TO CASE QUESTIONS
TK Power, Inc. v. Textron, Inc., 433 F. Supp. 2d 1058 (N.D. Cal. 2006).
What facts did the court rely upon in reaching its result?
Answer: The court reviewed the transaction and determined that the parties were contracting for
a service and not a sale.
What issues were distinguishing for the court in finding that the transaction was governed by the
common law rather than the U.C.C.?
Answer: Because TK Power was supposed to develop a battery prototype for Textron in three
phases, these facts supported the court’s conclusion that the primary purpose of the contract was
for a service.
Would the court’s decision have been different had TK Power completed the development of the
prototype battery and sold it to Textron? Why or why not?
Answer: This question is meant for discussion with students and does not have a definite answer.
Kingvision Pay Per View v. Wilson, 83 F.Supp. 2d 914 (W.D. Tenn. 2000).
What are the issues in the case?
Answer: The issues in the case involve theft of intellectual property and statute-of-limitations
issues.
1
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,2 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
What was the basis of the challenge to the statute of limitations question?
Answer: The issue was whether the federal or state statute of limitations applied. The court
determined that state law applied and found that the suit was timely filed.
What is the central theme in footnote 4 of the court’s opinion?
Answer: The plaintiff ’s attorney copied a legal treatise verbatim without citation to the treatise.
How does the footnote have bearing on the practice of paralegals in researching projects for their
attorneys?
Answer: This is a good example for students to learn early that copying information without
providing the legal source is a bad practice, violates professional rules of ethics, and can earn the
wrath of a judge.
Eschwig v. State Bar of California, 1 Cal. 3d 8, 459 P.2d 904, 81 Cal. Rptr. 352 (1969).
Would the Court’s result have been different had Eschwig reviewed the law and disclosed his
interests? Why or why not?
Answer: This question is meant for discussion with students and does not have a definite answer.
If Eschwig had reported the sale to the Court initially, would the resulting disbarment still have
occurred?
Answer: This question is meant for discussion with students and does not have a definite answer.
From the facts, what importance does the court place on researching the law prior to preparing a
contract document? Explain your responses.
Answer: The court places a heavy emphasis on legal research and preparation. This is part of a
lawyer’s legal and ethical obligations and is an important lesson for students to comprehend.
ANSWERS TO REVIEW QUESTIONS
1. Define the concepts of precedent and stare decisis.
Answer: Precedent is case law that is followed by a court. Precedents create the legal
concept of stare decisis—stand by the thing decided. Through stare decisis, judges review
past decisions and apply similar rules to similar situations. In doing so, stare decisis allows
for fairness and some level of predictability in the decisions that are made by judges.
2. What is the common law?
Answer: The common law of contracts is the law based on English traditions and created by
judges to settle disputes arising out of contractual relationships.
3. Who developed the Restatements of Contracts and why?
Answer: As a response to the volume of case law being decided in this country, a group of
lawyers, judges, and law professors formed the American Law Institute (ALI) in 1923. The
purpose of the ALI was to gather the law to create a guide for legal professionals.
4. What is the Uniform Commercial Code and what distinguishes it from the common law?
Answer: The National Conference of Commissioners on Uniform State Laws created the
Uniform Commercial Code (U.C.C.). The U.C.C. was created by a group of scholars and
has been adopted by states, usually through legislation. The common law is judge-created
law.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION 3
5. How many articles are presently included in the Uniform Commercial Code and which
article is devoted to the law of sales?
Answer: Originally, the U.C.C. consisted of nine articles, but two new ones have been
added—Article 2A Leases and Article 4A Fund Transfers—making the total eleven articles.
Article 2 is devoted to Sales.
6. What is one of the federal consumer-based statutes, and why are consumer protection
statutes important to the law of contracts?
Answer: The Magnuson-Moss Warranty Act is a federal consumer-based statute. Such
statutes apply to warranties for transactions of products used by a household, family, or
individuals. They provide a mechanism to protect the public against unconscionable
transactions and unscrupulous merchants or sellers.
7. List the technology-based laws that govern e-commerce and what types of changes these
statutes brought about that were significant to contracts.
Answer: These laws include the Uniform Electronic Transactions Act (UETA), Electronic
Signatures in Global and National Commerce Act (E-Sign), and Uniform Computer
Information Transactions Act (UCITA). These laws allow for contracts to be electronic,
allow for electronic signatures, validate electronic transactions, and protect consumers from
vendors on the Internet.
8. What is a legal treatise and which two are the most noteworthy in contract law?
Answer: A legal treatise is a single-volume or multivolume set of books devoted to the
study and interpretation of an area of law. Arthur L. Corbin, Corbin on Contracts (Rev. ed.
1993) and Samuel Williston, A Treatise on the Law of Contracts (4th ed. 1990), are two
noteworthy examples.
9. Identify resources that will assist in finding the law in both your jurisdiction and another
state. Explain how each resource will assist you in preparing an assignment or project for
your supervising attorney.
Answer: Resources include encyclopedias; form books; law journals and periodicals;
Westlaw, Lexis, and other online pay services; and the Internet. Encyclopedias provide a
general overview of the law. Form books assist in drafting a document and oftentimes
provide general information about a topic. Law journals and periodicals are usually topic
specific, with law journals providing a comprehensive look into a specific area of the law.
Westlaw and Lexis contain a comprehensive library of the law, using most of the available
legal sources.
10. Name three online sources that will assist you in finding federal cases in your jurisdiction
and in finding federal statutes.
Answer: Online sources include www.uscourts.gov, www.thomas.gov,
www.gpoaccess.gov, www.regulations.gov, www.house.gov, www.senate.gov,
www.findlaw.com, numerous online sites from law schools, and Westlaw and Lexis, to
name a few.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,4 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
Answers to EXERCISES
1. Determine which law applies to the transaction. Support your response with a detailed
explanation.
a. Arlene wants to remodel her kitchen and hires Kitchen Make-Over, Inc.
Answer: Common law
b. Marty buys a new flat screen television from Electronics World.
Answer: Sales
c. Marty buys a flat screen television from his friend John.
Answer: Sales
d. Hotels Corporation buys 500 sets of sheets from Linens of the World, Inc.
Answer: Sales
e. Hotels Corporation hires Linens of the World to decorate its rooms in its Chicago and
Philadelphia locations.
Answer: Common law
2. Determine whether the following questions are true or false statements.
a. The common law is the law created by a legislature.
Answer: False
b. The common law is the law created by judges.
Answer: True
c. The Uniform Commercial Code governs the law of sales and other commercial
transactions.
Answer: True
d. UCITA has been adopted by every jurisdiction in the United States.
Answer: False
e. The most significant legal treatises on contracts law are Calamari and Perillo on
Contracts and Williston on Contracts.
Answer: False
f. Legal encyclopedias present a general overview of the law.
Answer: True
3. (a)Lori wants to start a business selling cookies. She does not have a lot of financial
resources so she begins by baking cookies in her home and selling them to neighbors and
friends. She hires Margie to assist her for $10.00 an hour. Margie works for two weeks and
quits. Lori never paid her. What law would apply to this transaction and why?
Answer: Common law because this is a service contract
(b)Lori’s cookie business is really taking off. She finally gets that big account, Delectable
Cookie Delights. They place an order for 50 dozen cookies due in two weeks. Lori panics
because she realizes she does not have any help to bake the cookies. She misses her
deadline and only supplies 30 dozen cookies. Delectable Cookie Delights is not happy and
wants to enforce their agreement. What law would apply to the transaction and why? What
if Lori’s neighbor Melissa ordered the 50 dozen cookies, would that change your response?
Explain your responses.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION 5
Answer: Sales law would apply, because the transaction is for the sale of a good and not a
service. Therefore, the U.C.C. applies to the transaction. The facts cited would not change
the result.
4. A new client, Delia Johnson, has hired your law firm to represent her in a lawsuit she
intends to file against her employer. Answer the following questions:
a. What type of law would apply to the relationship between the law firm and Delia
Johnson? Support your response.
Answer: Contracts/employment law
b. What type of law would apply to the relationship between Delia Johnson and her former
employer? Support your response.
Answer: Common law and not the U.C.C.
5. Define the following terms.
a. Precedent
Answer: See Review Questions
b. Common law
Answer: See Review Questions
c. Uniform Commercial Code
Answer: See Review Questions
d. Restatements
Answer: See Review Questions
e. Legal treatise
Answer: See Review Questions
6. Locate the following law review articles.
a. Michael H. Dessent, “Digital Handshakes in Cyberspace Under E-SIGN: There’s a New
Sheriff in Town!” 35 U. RICH. L.REV. 943 (2002)
b. Contracting In the Age of the Internet of Things: Article 2 of the UCC and Beyond, 44
HOFSTRA.L.REV.839 (2016)
c. When Tweets Get Real: Applying Traditional Contract Law Theories to the World of
Social Media, 3 Ariz.St.Sports & Ent.L.J.1 (October 1, 2013)
d. Juliet M. Moringiello, “Signals, Assent and Internet Contracting,” 57 Rutgers L. Rev.
1307 (2005)
e. Rachel S. Conklin, (Student Articles), “Be Careful What You Click For: An Analysis of
Online Contracting,” 20 Loy. Consumer L. Rev. 325 (2008)
Choose one article and prepare a summary of the legal concepts in the article.
7. Using the facts from the Hartley matter in the Practical Application section of this Chapter,
determine whether facts support the Hartley’s case against the boat company. As part of your
assignment, identify the legal resources you used to research the case.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
,6 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
8. Locate the following legal resources.
a. Section 90 of the Restatement (Second) of Contracts: What is the title of this section?
Answer: Promissory Estoppel
b. Second 207 of the Uniform Commercial Code: What is the title of this section?
Answer: Additional Terms (modification of the mirror image rule)
c. UCITA: How many articles encompass this model law?
Answer: Proposed Article 2B divided into 9 parts
d. Magnuson–Moss Act: What is the citation for this Act? What Congress passed this Act?
Answer: 15 U.S.C. section 2301 et seq. Passed in 1975 by the 93rd Congress; P.L. 93-637
e. Specht v. Netscape Communications Corp (2nd Cir. 2002): What is the citation for this
case? What are the main issues in this case?
Answer: 306 F.3d 17 (2d Cir. 2002). Enforceability of an arbitration clause in an
Internet contract.
9. Determine whether your jurisdiction has the following legal resources. For each source,
note the title and author(s) of the publication.
a. state legal encyclopedia
b. state transactional practice guide
c. state form book
d. state law review journals
e. state bar association journals
f. state paralegal journals, periodicals, or newsletters
Answer: All answers will vary according to the state’s resources.
10. Locate your state’s consumer protection statute and answer the following questions.
a. When was the legislation passed?
b. What is the citation for the Act?
c. What are the penalties for violation of the Act?
d. Who is covered by the Act?
e. What are the legal requirements to commence a lawsuit in your state?
(If your state does not have a consumer protection statute, choose Texas, California, or New
York for this question.)
Answer: All answers will vary according to the state’s resources.
Answer to ETHICS EXERCISE
It seems that your attorney forgot she had a brief in five days in your state's highest court
regarding a breach of contract case she is appealing. She is involved in a trial and is really
pressed for time. She asks you to draft the brief for her review. You have only written two
appellate briefs in your career, so you are a bit nervous about the assignment. Working all day
and night, you find this great law review article that has all the research you need. You quickly
cut and paste numerous passages from the article without changing a word. You add in some
facts from your client's situation and the brief is ready for your attorney's review. Impressed with
your work, the attorney makes a few edits, but leaves the brief intact. Thirty days later, the reply
brief hits your desk with a note from your attorney. The note is as follows:
Sean:
I just received this reply brief from the opposing counsel. He has accused me of plagiarism. He
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,CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION 7
states in his brief that our brief is almost verbatim from a law review article from the New York
University law school's law review journal. He is filing a complaint with the bar against me.
Please tell me this is not the case.
What responsibility does the supervising attorney have over the paralegal's work? Since the
supervising attorney did not know of the paralegal's actions, is the attorney responsible?
Explain your position using statutes, case law, and ethics opinions.
Answer: This response will vary according to the codes of ethics in each state. But, the general
consensus from the ABA rules of professional responsibility is that the attorney is responsible for
the actions of the paralegal and has a duty to supervise the paralegal's work. Most states will hold
the attorney responsible for an action of the paralegal as though it were the attorney's own
actions and work product.
Answers to CASE ASSIGNMENTS
1. Your attorney has requested that you research your state’s electronic signature
requirements. What steps must his client take to sign a legal document electronically?
Prepare a detailed memorandum of your findings to your attorney. (Be sure to include the
name and citation of your state statute with a copy of the Act attached for reference.)
Answer: This response will vary according to the statute of each state.
2. Abby was in the infancy stages of starting her new business. She was opening a catering
service that would focus on healthy eating. And best of all, she would purchase all her
ingredients from local farmers. Abby researched the different farms and the products they
produced. She decided to visit four farms to learn more about their products. After her
visits, she decided to hire Vince Barton from Barton Farms and Toby Lindley from
Springfield Gardens. Initially, she hired both farms to provide her consulting services to
help her plan menus and determine how to incorporate seasonal vegetables into her menus.
When the business started, Abby would begin buying the produce from Vince and Toby.
Before she had her first customer, Vince moved away. His replacement, Amanda Coates,
insisted that Abby only use Barton Farms for consultation. Abby refused. She did not like
Amanda’s style of doing business and decided to cease using Barton Farms as a consultant
and refused to purchase any produce from Barton Farms—ever. Although Vince had never
signed a formal document with Abby, Amanda sued Abby for terminating her relationship
with Barton Farms. As the paralegal for the firm assisting Abby, you are faced with
determining which law applies: the common law or the U.C.C. Present your best arguments
as to which law may apply to these facts.
Answer: The focus of the question should be the main objective of the contract. Was it a service
contract or a sales contract? The student should focus on that issue in their response.
Check It Out:
Some movies that address principles discussed in the chapter are:
The Paper Chase:
What is the premise of this movie?
What contracts case was used in class?
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, 8 CHAPTER 1 CONTRACT LAW: A GENERAL INTRODUCTION
Why did Professor Kingsley give the law student a dime to call his mother?
What type of contracts did the movie discuss—common law or U.C.C.?
Reversal of Fortune: Although this movie does not address contract issues specifically, it does
portray the legal process, discovery, legal research, and appellate advocacy. It depicts the Sunny
Von Bulow trial and appeals with noted Harvard attorney Allan Dershowitz. It is a good movie
to observe the process in light of the fact that it is based on a true story.
© 2015 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
