Creating a Flowchart in 3 easy steps Organize Go with the flow Brainstorm Organize Go with the flow

Contracts: Sample “Brainstorm” Sheet List of Rules/key words/phrases Promissory Estoppel Offer Contract Acceptance Consideration Void Voidable Certainty of terms Commitment/promise Termination Communication - knowledge of offer Brainstorm 2

Contracts: Sample organization of rules/key words/phrases I. Requirements for contract A. Offer 1. Commitment/promise 2. Certainty of Terms 3. Communication 4. Termination B. Consideration C. Acceptance D. Promissory Estoppel II. Is contract valid? A. Void B. Voidable Organize 3

Contracts: Sample Flowchart 1 Go with the flow 4

Contracts: Sample Flowchart 2 Step 1 - Is there an offer? Look to see if all of the following elements exist: 1. Commitment/promise 2. Certainty of Terms 3. Communication * make sure the offer has not been terminated! Step 2 - Is there consideration? Step 3 - Has the offer been accepted? 1. If yes - we have a contract 2. If no - try to enforce using promissory estoppel Step 4 - Make sure the contract is valid Look to see if it is 1. Automatically Void and/or 2. Voidable by one of the parties Go with the flow 5

Make your own flowchart - part 1 Steps: 1. Look at the rules/keywords/phrases below. 2. Organize them into the outline. 3. Put them into the blank spaces in the flowchart where you think they go. Key words: Lapse Termination Revoked Rejected by offeree Rejected before acceptance Contracts Outline I. Offer II. A. B. C. D. 6

Make your own flowchart - part 1 Answers Contracts Outline I. Offer II. Termination of offer A. Lapse of offer B. Offer revoked C. Offer rejected by offeree D. Offer rejected before acceptance 7

Make your own flowchart - part 2 Key words: Acceptance mailed before rejection? Did offer specify a time period? Offeree accept using different method? Mailbox rule? Did a reasonable time go by? Contracts Outline I. Offer II. Termination of offer A. Lapse of offer 1. 2. B. Offer revoked C. Offer rejected by offeree 1. Rejection per se by offeree 2. Difference in terms 3. Counter offer D. Offer rejected before acceptance a. 8

Make your own flowchart - part 2 Answers Contracts Outline I. Offer II. Termination of offer A. Lapse of offer 1. By specification of the offer 2. After a reasonable time B. Offer revoked C. Offer rejected by offeree 1. Rejection per se by offeree 2. Difference in terms 3. Counter offer D. Offer rejected before acceptance 1. Acceptance mailed before rejection a. see mailbox rule 2. Offeree accepted by different method than required 9

Academic Support Program Sample Flowcharts **CAVEAT - All flowcharts attached may not be useful for your classes. They may not conform to the law of your casebook or that of your professor. Please use these flowcharts as a guide to creating your own flowcharts. 10

Contracts - Sample Flowchart 1 I. Is this UCC or Common Law? A. Is this the sale of goods?  UCC B. Is this the sale of services or land?  Common law (Lucy v. Zehmer) C. Is this unclear? 1. Predominant Purpose test — split-up the bill; what was bargained for, what did buyer really want? 2. Gravamen test — where did the problem arise from: the goods or the services? II. Is there an Offer? — Does it confer upon another the power of acceptance to bind the two parties? A. Definiteness: terms, price, quantity, time (ct’s sometimes look elsewhere Seagram) §33. B. Is this merely an invitation to negotiate? (Harvey; Owen) 1. Who was the offer address to (General Public/Advertisement (Craft) or a Specific Person)? 2. Does the Offeree know of others? (Reasonable Person Test) (Southworth; Dickinson) C. Does offer ask for acceptance? D. Intent of Offeror 1. Offeree’s interpretation of intent (Lucy) Reasonable Person Test again. 2. Look at wording of the offer. (rephrase if necessary to understand) 3. Is this offer illusory? A promise w/no commitment? §77 III. If there is an Offer, is it bargaining for a Promise or Performance? §32 IV. Is there an Acceptance? (Offer indicates how acceptance is to be made: Int’l Filter) A. How is acceptance made (promise or performance)? B. When was acceptance made? Time Limit?: Ever-Tite Roofing; B/F Revocation?: §2-206; Any medium reasonable: §63 Mailbox Rule C. Even if offer bargains for promise, can satisfy by Specific performance. (White: not specific enough). D. Notice—must be notice—w/in a reasonable time (UCC §2-206), unless waived (Int’l Filter) E. Is this really an acceptance or a counter-offer/rejection w/add’l or different terms? 1. CL Mirror Image rule (§38-39) 2. UCC Analysis (§2-207) V. Was the Offer Revoked before Acceptance? §42, 43 (can be inferred by indirect comm. Dickinson) A. Would a reasonable person assume this was a revocation? §42 (same exam, i.e., phone messages) 1. Language or Actions sufficient to put someone on notice? (Hoover; Dickinson (3rd party informs) 2. How did the Offeree react? May indicate success of notice. B. Means of revocation (notification) to determine if made before acceptance. VI. Is the Offer Revocable at all? Is this an Option K? A. UCC: Is this a Merchant (§2-205)? (be careful who is making the offer  Ever-Tite Roofing case) B. CL: Is there consideration? 1. Substitute: Is the Offeror inducing Offeree to act to his detriment? 2. Is only way to avoid injustice to enforce? §87 (option Ks) & §90 (gifts). Promissory Estoppel §90 11

Contracts - Sample Flowchart 2 12

Civil Procedure - Sample Flowchart 1 1) Have you been asked to analyze a complaint? Look for common flaws including: a) short/ plain statement of claim b) demand for relief c) statement of jurisdiction/venue d) failure to plead a special matter w/ particularity e) failure to investigate basis of complaint f) not filed in a timely manner 2) A complaint has been filed and it's the defendant's turn to respond. Try and see if you can file a motion. Motions to choose from include: a) Lack of personal jurisdiction b) Lack of subject matter jurisdiction/venue c) Failure to state a claim d) insufficiency of process e) insufficiency of service of process 3) Rather than filing a motion, defendant files an answer. Two issues to look for: a) By filing an answer instead of a motion, has D waived anything? (make sure you know which of the above motions are waived if not raised right away) b) Are there any problems with the answer? 1) was it filed in good faith? 2) does it include affirmative defenses? 3) should d. include a cross, counter or third-party claim? 4) The fact pattern says something about amending a complaint or an answer. Be careful! Make sure a) Time limit for amending hasn't run b) Statute of limitations for the claim has not run - be very careful of the dreaded "relation back" issue - Rule 15 5) Pleading is over, your off to discovery…here the issues relate to scope of discovery and whether the information sought is protected by privileges or immunities. 6) Discovery is over, are there any motions you can raise at this point? Usually, this means a summary judgment motion. Look for this issue especially if there is a battle of the affidavits, documents or deposition transcripts. Discuss burden of movant and adverse party in a summary judgment proceeding. 7) Trial. A consideration of what law applies (Erie questions). 8) Post Trial. Includes collateral estoppel, res judicata, jury, directed verdicts, and jnov. 13

Civil Procedure - Sample Flowchart 2 14

Torts - Sample Flowchart 1 15

Torts - Sample Flowchart 2 Has someone been negligent? Must have 4 things: 1) Duty 2) Breach 3) Cause and 4) Damages Did someone owe a duty of care to another? - Was there a duty? Look for: 1) an act or an omission (failure to act) 2) general standard - that of a reasonable person - applies to all - children, people with disabilities, etc. 3) what was the scope of duty? a) ordinary situations - foreseeability of reasonable person of injury to another b) special situations i) affirmative duty to act, i.e. duty to control 3rd persons (parent-child), duty to protect 3rd persons (jailer, innkeeper, etc.) ii) duties imposed by statute, i.e. good Samaritan laws iii) special duties for owners and operators of automobiles iv) special duties for vendors and lessors of land v) special duties for owners and occupiers of land 1) to persons outside of land - not to create unreasonable risk of harm 2) to persons coming on land - look to see who person is - different rules for adult trespassers, children, frequent intruders, licensees, and invitees If there is a duty - was there a breach? - in light of duty owed - did D act reasonably? Was the breach the cause of P’s injuries? Look at: 1) Actual cause - “but for” test 2) Proximate cause - look at foreseeability of what occurred and how it occurred Did plaintiff incur damages? Can defendant raise any defenses? 1) Was plaintiff contributory negligent? 2) Did plaintiff assume the risk? 16