【文章內(nèi)容簡介】 before they reach the offeree. ? Offers can be revoked any time before the offeree dispatches an acceptance. ? A firm offer is an offer that the offeror promises to keep open for a fixed period of time. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1021 Acceptance ? A contract es into existence at the time the offer is accepted. ? An acceptance is a statement of conduct by the offeree indicating assent that is municated to the offeror. ? Silence does not constitute acceptance. ? Acceptance must be received within the time period specified in the offer. If no time period is given, acceptance must be received within a reasonable time. ? Acceptance is effective when received by offeror. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1022 Case 103: United Technologies International, Inc. v. Magyar Legi Kozlekedesi Vallalat ? Plaintiff offered to sell aircraft engines to defendant at specified prices in a quantity to be selected by the defendant depending upon how many planes they purchased. ? Defendants sent acceptance. ? Term requiring government approval was not a condition precedent. An enforceable contract was formed. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1023 Assent by Performance of an Act, Withdrawal, and Rejection ? If the offeror asks for performance of an act rather than the indication of acceptance, the acceptance is effective when the act is performed. ? An offeree may withdraw his/her acceptance any time before or simultaneous with its receipt. ? A rejection bees effective when it reaches the offeror. If the offeree sends both an acceptance and a rejection, the one that reached the offeror first would be given effect. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1024 Acceptance With Modifications ? If the acceptance modifies some of the terms of the offer, there is a counteroffer instead of an acceptance if these inconsistencies are “material.” ? Under the CISG, additional terms or different terms relating, among other things, to the price, payment, quality of the goods, place, and time of delivery, extent of one party’s liability to the other, or the settlement of disputes are considered to alter the terms of the offer materially. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1025 Case 104: Filanto, SPA v. Chilewich International Corp. ? Chilewich was supplying boots to a Russian pany that were being made by Filanto. ? Chilewich made reference to an arbitration clause in the Russian Contract with Chilewich. ? Filanto failed to object to the incorporation by reference of the Russian Contract in a timely fashion. The arbitration clause bee part of the contract, requiring arbitration in Moscow. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1026 Fundamental Breach ? When one party breaches, the other party may avoid the contract or make a demand for specific performance. ? A breach of contract mitted by one of the parties is fundamental if it results in such detriment to the other party as substantially to deprive him or her of what he or she is entitled to expect under the contract. ? The injured party may use the remedy of avoidance by notifying the other party and returning any goods already received. Invoice used in Taiwan Photo: CCBY /Image: Pearson Education, Inc publishing as Prentice Hall 169。 2022 1027 Requests for Specific Performance ? An injured party may be able to request specific performance if the other party is in breach. ? Specific performance is a court order directing a party to carry out the obligations he or she had contractually promised to do. ? In some civil law countries, a party is entitled to require performance. ? In the US, specific performance is granted if the goods are unique and cannot be obtained elsewhere. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1028 Seller’s Obligations ? A seller is required to: 1. deliver the goods, 2. hand over any documents relating to them, 3. ensure that the goods conform to the contract. ? The place for delivery is the place agreed to in the contract. Otherwise, it is: 1. the first carrier’s place of business, or 2. the place where the parties knew the goods were located or were to be manufactured. Pearson Education, Inc publishing as Prentice Hall 169。 2022 1029 Time for Delivery and Turning Over Documents ? Seller is to deliver goods on the date fixed in the contract. ?If no fixed date, within a reasonable time aft