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Contract Formation and Modification

Learn about Article 2’s rules on offer, acceptance, and consideration, as well as the rules on modifying contracts and how to distinguish modification from the related concepts of recission and waiver.


Before we can worry about issues like contract interpretation and enforcement, we must ask a pivotal question. Was an enforceable contract formed?

I. Formation 

There are three essential ingredients to contract formation: offer, acceptance, and consideration. These concepts are covered in greater detail in our contracts course, but we’ll quickly review them here and highlight some of the rules peculiar to Article 2.

A. Offer

An offer is an offeror’s manifestation of willingness to enter a...