Klocek v. Gateway Arbitration Quiz

An arbitration clause in a contract requires a party to resolve disputes through arbitration, not court.

The Uniform Commercial Code (UCC) is a set of laws governing commercial transactions, including sales of goods. It's used in different states.

The U.C.C. § 2-207 addresses how additional terms in a contract become part of the agreement, especially for sales of goods.

If one party is not a business (a 'merchant'), then additional terms are only proposals that need explicit approval to become part of the contract.

A 'shrinkwrap' agreement is where a buyer receives terms after purchase, usually as a condition of using the product.

Post-sale terms that become a part of the contract need clear evidence that the buyer agreed to them.

In the Klocek case, the court looked at how the buyer actually accepted the terms, including the arbitration clause, after buying the product.

The courts decided in Klocek that the buyer was not bound by the arbitration clause because they did not clearly agree to it.

A burden placed on a party to prove a specific element or condition, often as a prerequisite to proceeding with a claim or defense.

A written agreement between parties to settle disputes through binding arbitration instead of court proceedings.

A formal request made to a court to dismiss a case or force a party to participate in arbitration.

A legal doctrine that states that if a buyer does not explicitly agree to additional terms proposed after the initial agreement, those terms are not part of the contract.

A type of agreement where the terms are hidden inside the packaging and become part of the contract upon opening or using the product.

The act of keeping a product beyond a specified period, often implying acceptance of the terms contained within.

A case that sets a precedent or principle, where the buyer's mere retention of a product was deemed insufficient to establish acceptance of shrinkwrap terms.

A previous case used as a reference or example to guide legal reasoning in similar situations.

A legal presumption that a buyer is an ordinary consumer, not a professional or merchant, in a typical consumer transaction.

The process of expressing agreement, usually done verbally or in writing, to accept the terms proposed by another party.

The act of sending or delivering goods, which is generally seen as accepting an order or offer in a sales transaction.

A court’s judgment or decision on a legal matter, usually stating the reasoning behind the outcome.

The ability of a court to compel a party to participate in arbitration proceedings, even if they argue against it.

A legal doctrine where a buyer’s acceptance of goods can be implied based on their actions, such as keeping the goods beyond a certain time.

The legal document outlining the terms and conditions of a contract, often presented as a separate document from the main agreement.

An offer made in response to a previous offer, changing the original terms.

When a party communicates their agreement to the terms of an offer, creating a binding contract.

Ending an offer, making it no longer valid for acceptance.

When an offer is rejected by making a counteroffer, it's treated as if it never existed.

A contract requires a meeting of the minds - both parties must agree on the same terms.

A party cannot revive a previously rejected offer without the other party's agreement.

In Petterson v. Pattberg, the court held that a unilateral offer could be revoked before acceptance.

The court in Petterson v. Pattberg emphasized that offers can be withdrawn before acceptance.

A party's communication of their willingness to accept the offer's terms.

The court in this case decided that no contract was formed because the buyer's counteroffer killed the original offer.

When a party's response to an offer proposes different terms, it's a rejection of the original.

A valid acceptance must match the offer's exact terms, without variations, to form a binding agreement.

The court in this case held that a buyer's attempt to accept an original offer after making a counteroffer failed because the counteroffer had terminated the original offer.

An offer must be accepted within a reasonable time, or as specified by the offeror.

In contract law, a promise to perform in exchange for a promise.

A legal principle under the Uniform Commercial Code (UCC) that allows a contract to form even if the acceptance has different or additional terms, unless the acceptance is expressly conditional on assent to those new terms.

A response to an offer that makes acceptance expressly contingent on the offeree's agreement to additional or different terms.

An agreement to arbitrate disputes that arises from the parties' conduct, even if their written communications don't clearly establish an arbitration agreement.

Provisions in the Uniform Commercial Code (UCC) used to fill gaps in contract terms where the parties have not specifically addressed them.

Under UCC Section 2-207(3), if a contract is formed by conduct, the terms consist of those on which the writings agree, plus any applicable UCC gap-filler provisions.

A legal mechanism that allows a party to dispute a contract by a written demand for arbitration instead of going to court.

A legal doctrine stating that a party seeking to enforce an arbitration clause must show a valid and enforceable agreement to arbitrate.

An attempt by a party to delay or prevent a court proceeding by seeking a formal request to postpone the case until arbitration is complete.

The case of Itoh, in which the court considered whether a valid agreement to arbitrate was formed under UCC Section 2-207, with the parties having differing contract terms.

A legal argument that a party is unfairly disadvantaged by the application of a specific legal principle because it's not reasonable or equitable.

The party who receives an offer, and may accept it, reject it, or make a counteroffer.

The party who proposes a contract or a specific term, typically seeking acceptance from the other party.

The written communication between parties exchanging terms for a contract, even if their terms are not identical.

An argument that the arbitration clause did not become part of the parties' contract because they did not have a valid and enforceable agreement to arbitrate.

The act of withdrawing an offer before it is accepted.

The classic rule states that an offer for a unilateral contract can be revoked at any time before the requested act is performed.

The act of delivering a payment or offering to make a payment.

The act by which someone accepts an offer for a unilateral contract by performing the required act.

The defendant tried to reduce Petterson's mortgage debt by offering a discount if Petterson paid in full before a set date.

Petterson had collected the full amount to pay off his mortgage and was ready to make the payment at the discounted rate.

Pattberg revoked his offer by selling the mortgage to another party and refusing Petterson's payment at the discounted rate.

The court ruled that Pattberg's revocation was valid because Petterson had not completed the requested act of tendering the full payment before the offer was withdrawn.

Judge Lehman argued that Pattberg, by refusing Petterson's payment, prevented Petterson from completing the required act.

The judge argued that the defendant's offer implied a promise to accept the money if offered on or before the deadline. By preventing the offer, the defendant broke his promise.

The court decision ruled that no binding contract existed because the defendant revoked his offer before the plaintiff completed the requested act. The plaintiff's claim for damages was dismissed.

This legal principle highlights that if a promisor prevents the other party from performing their required act, they cannot use that failure to avoid their own promise.

A legal doctrine stating that an offer to enter into a unilateral contract can be revoked at any time before the offeree completes the requested act.

The case highlights the importance of clearly defining the terms of an offer and the requirements for acceptance in a unilateral contract.

A counteroffer is a response to an offer that changes the terms of the original offer. It effectively rejects the initial offer, creating a new offer.

A renewal of an offer means that the initial offer is re-established, giving the other party a second chance to accept it.

In contract law, an acceptance is a clear and unconditional indication of agreement to the terms of an offer. It creates a legally binding contract.

Specific performance is a remedy in contract law where the court orders a party to fulfill their contractual obligations, specifically the act they promised to do.

Livingstone v. Evans is a case about how a counteroffer and subsequent communication can reinstate the original offer, leading to a valid contract.

U.C.C. § 2-207 is a section of the UCC. It deals with how additional terms in a contract between businesses are included in the final agreement.

In the context of U.C.C. § 2-207, gap-filler provisions are terms that the UCC automatically fills in if the parties' contracts don't address something.

An arbitration clause is a contract provision requiring parties to resolve disputes through an arbitrator (neutral party), not a court.

An arbitration clause drops out of a § 2-207(3) contract when the parties' written agreements don't match on the arbitration provision.

Minneapolis & St. Louis Railway v. Columbus Rolling-Mill Co. is a U.S. case that involved the sale of railway equipment and legal discussions about offer and counteroffer.

In 'shrinkwrap agreement' cases, the courts look at whether the buyer clearly agreed to the terms after purchase, like by using the product or opening the package.

In the Klocek case, the court decided the 'shrinkwrap' agreement's arbitration clause didn't apply because the buyer hadn't clearly agreed to it after buying a product.

In contract law, the 'mailbox rule' states that acceptance of an offer is effective when it's put in the mail, NOT when it's received.

The 'mailbox rule' also applies to telegrams - acceptance is effective when sent. The telegraph office acts as a 'mailbox' for transmitting.

Even though acceptance is instantly effective under the mailbox rule, it must happen within a reasonable time period, based on the specific context.

When a good is constantly changing in price, like oil in this case, a swift acceptance is needed to create a binding contract.

If acceptance is delayed, the offeror can withdraw the offer in the face of changing market conditions.

The court determined that the delayed acceptance of the oil offer was unreasonable due to the volatile market.

The court ruled that the defendant's acceptance of the oil offer was not timely enough to create a binding contract.

When a contract involves a fluctuating good, faster acceptance is required to avoid unfair outcomes due to market changes.

This case shows how legal principles like the mailbox rule can apply to contracts formed through telegrams.

In this case, the court emphasizes the importance of considering the surrounding circumstances when determining the reasonableness of acceptance.

When an offeror withdraws their offer before the offeree has performed the requested action in a unilateral contract.

The act that the offeree must perform in a unilateral contract to accept the offer.

The classic rule stating that an offer to make a unilateral contract can be revoked until the requested act is performed.

The moment when an offeree begins to perform the requested act in a unilateral contract.

The completion of the requested act by the offeree, signifying acceptance of the offer in a unilateral contract.

A situation where a party who made an offer prevents the other party from fulfilling the requested act.

The court's decision in the Petterson v. Pattberg case, denying the plaintiff's claim for damages.

The court's reasoning that an offeror can revoke their offer before the offeree has completed the requested act.

The dissenting opinion's argument in Petterson v. Pattberg, stating that the defendant in this case should have been held to their promise.

The court's decision in the Dickinson v. Dodds case, involving the revocation of a unilateral offer.

The court's reasoning in the Dickinson v. Dodds case, which supports the rule that an offer can be revoked before acceptance.

An offer to sell a property with a set deadline for acceptance. It provides a time period during which the offeror is bound to keep the offer open.

A promise without any consideration or benefit received in return, making it legally unenforceable.

The act of ending an offer before it is accepted, essentially withdrawing the offer.

A contract that creates a binding legal obligation, requiring both parties to perform their agreed terms.

An offer that is no longer valid due to the offeror's actions, indicating a change of mind and intention to not go through with the offer.

An offer to sell a property that is accepted by the offeree before it is revoked.

An offer to sell a property that is not valid because it was revoked before acceptance.

The ability of an offeror to change their mind about an offer before it's accepted and withdraw it.

The act of accepting an offer within the specified time period.

An offer to sell a property where the offeree is aware that the offeror has already sold the property to someone else.

An offer to sell a property where the offeree is not aware of the offeror's decision to sell to someone else.

The legal principle that a person's knowledge of a change in circumstances can make an offer invalid, even without explicit communication from the offeror.

A formal request to a court to order a party to fulfill a contract, such as selling a property.

The legal process of reversing a lower court's decision in a case, typically by a higher court.