Section 45 vs Cook v Coldwell Test

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SwampRat88
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Section 45 vs Cook v Coldwell Test

Postby SwampRat88 » Thu Sep 08, 2011 12:18 pm

Section 45 states that once the offeree has BEGUN performance the offer can’t be revoked as long as the offeree completes the performance.

Cook v Coldwell test says the offeror may not revoke the offer after the offeree had rendered a SUBSTANTIAL performance of the requested performance.



Regarding which one applies for unilateral contracts, does it merely depend on the terms of the offer and/or the jurisdiction? Thanks!

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crossarmant
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Re: Section 45 vs Cook v Coldwell Test

Postby crossarmant » Thu Sep 08, 2011 9:25 pm

From my understanding, it does vary on jurisdiction as to the rule applied. But I felt in Cook v Coldwell, it wasn't even really substantial performance; Cook fulfilled her bargain on the sales end and had satisfied the conditions of the unilateral contract and Coldwell tried to renege after her performance.

croggs
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Re: Section 45 vs Cook v Coldwell Test

Postby croggs » Fri Sep 09, 2011 12:29 am

Yeah this is confusing, and I had to ask my prof about this. He said according to the restatements now, (when an offer is made to be accepted through performance and no promissory offer is requested) it's when performance begins that the offeror cannot revoke the contract until the deadline imposed by the contract or until "a reasonable period of time to complete performance" has passed. And though not every jurisdiction will follow the restatements, most do, and we are treating that as if it's the law in our class.

agathos
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Re: Section 45 vs Cook v Coldwell Test

Postby agathos » Fri Sep 09, 2011 9:00 pm

I think first of all ,you need to decide whether UCC apply in this situation .If UCC must apply then UCC, if not then common law

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kjadkins
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Re: Section 45 vs Cook v Coldwell Test

Postby kjadkins » Fri Sep 09, 2011 9:43 pm

crossarmant wrote:From my understanding, it does vary on jurisdiction as to the rule applied. But I felt in Cook v Coldwell, it wasn't even really substantial performance; Cook fulfilled her bargain on the sales end and had satisfied the conditions of the unilateral contract and Coldwell tried to renege after her performance.


I agree with this interpretation. The initial offer was that the bonuses (after the first $500) would be paid at the end of the year if she reached a certain level of sales. By staying with the company and making sales, she had begun to perform the specific action required by the contract, and once performance has begun, the terms of the offer cannot be changed and the offer cannot be rescinded. Unless she had quit before the end of the year, which she did not (she stayed until January), Coldwell Banker was bound to pay her the bonus, even though they tried to change the terms of the offer and require her to stay until March.

Note, however, that this is what our professor told us, the book actually differs. Our textbook gives an example of A offering to pay B $500 to walk across a bridge. According to the book, A can rescind the promise even if B is already halfway across the bridge.

I'm not sure which rule is "the" law, and I'm sure it varies by state. I'm just going by what my professor said (since that's what he's going to want to hear on the exam).




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