FINAL EXAM
1. Transparency is a type of authority given to agents by their principal.
____ True
_¬___ False
2. Texas is the only state that has not adopted Article 2 of the Uniform Commercial Code.
____ True
____ False
3. When you make an “offer” you are always proposing to sell something; when you “accept” an offer you are always agreeing to buy something.
____ True
____ False
4. The UCC Article 2 version of the Statute of Frauds requires contracts for services for more than a month to be in writing.
____ True
____ False
5. In most states, acceptance of an offer by sending the acceptance by mail is effective when the acceptance is mailed, not when it is received.
____ True
____ False
6. Historically in our common law tradition (at least up to the mid-20th century), acceptance of an offer had to exactly mirror the offer in order to create an agreement.
____ True
____ False
7. The Foreign Corrupt Practices Act is a US law that prohibits bribing the government officials of other countries.
____ True
____ False
8. To have an enforceable contract, there must at least be an agreement between capable parties that relates to legal subject matter and is based on mutual consideration.
____ True
____ False
9. Although there are exceptions, full and open competition is a key policy applicable to all methods of procurement of goods and services by the US federal government.
____ True
____ False
10. The statute that implements the policy identified in Question #9 is the Freedom of Information Act.
____ True
____ False
11. What is the common name of the U.S. federal law, originally enacted in the 1800’s, that, among other things, imposes criminal sanctions for agreements in restraint of trade and for misuse of monopoly power?
______________________________________________________
12. This is a two-part question. ABC Corporation sends XYZ Ltd. a purchase order for $100,000 worth of goat cheese. The purchase order contains numerous terms and conditions. XYZ sends ABC an acknowledgment form with XYZ’s terms and conditions. XYZ’s form provides for arbitration if there is a dispute, and limits XYZ’s liability to $50,000. As a result, the parties’ terms and conditions conflict.
What is the common legal term used to describe this situation? _________________________
Assuming both ABC and XYZ are located in Maryland, what section of the UCC can provide an answer to which terms apply (generic UCC citation is enough): ________________________
13. The Contracts Disputes Act specifies several forums (i.e., courts) to which a contractor can take a claim arising from the performance of a US Government contract that the contractor already holds. Name the two forums in which a contractor can choose to start litigation against the Government after the claim has been denied by the Contracting Officer.
a. _____________________________________
b. _____________________________________
14. What action must a government contractor always take in order to get a Contracting Officer’s Final Decision on a contract dispute over $100,000 before taking the dispute to either of the judicial forums identified in Question 13?
a. Send the claim via email.
b. Notarize the claim.
c. Certify the claim as required by the FAR.
d. Send the claim by registered mail.
e. None of the above.
15. Not including the procuring agency itself, name the two forums to which a bidder on a federal procurement can lodge a bid protest? Looking for the current situation, not how it may have been different historically. (Don’t rely on the Legal Considerations material.)
a. ___________________________
b. ___________________________
16. Under the FAR, there are a number of cost-reimbursement type contracts that a contracting officer can legally use. Name two.
___________________________
___________________________
17. For the State of Maryland, research the organization of that state’s courts and the federal courts that cover the state. Then provide the following answers:
a. The name of Maryland’s highest state court: ________________________________
b. The name of the federal trial court “covering” Baltimore – be specific (but I’m not looking for the name of the court house): __________________________________________
c. The number designation of the US Circuit Court of Appeals to which you would normally take an appeal from the court identified in Question #17.b. above: _____
18. Using NexisUNI (or other research sources), find Stewart Glass & Mirror, Inc. v. U.S. Auto Glass Disc. Ctrs., Inc., 200 F.3d 307 (5th Cir. 2000). Based on your understanding of legal citation and a quick review of the case, answer these questions: (1 point for each answer):
a. In the case citation, what does the “200” represent? _______
b. To what does “5th Cir.” refer? _______________________________
c. Specify the last name of the name of the judge who wrote the opinion. ____________
d. Under what primary federal law does the case fall? [I’m just looking for the general name, not the citation.] ________________________
e. What does the court decide relative to the Plaintiffs’ claims under that federal law?
______________________________________________________________________
______________________________________________________________________
19. You are the lawyer for Ginormous Diversified Conglomerate Inc. (GDCI). Your case for breach of contract in the Federal District Court, Eastern District of Massachusetts, against Not So Big LLC (NSBL) was decided in NSBL’s favor. To what court do you now appeal?
a. Massachusetts Supreme Judicial Court
b. US Supreme Court
c. 25th Court of Appeals, Alaska
d. 1st Circuit Court of Appeals
e. None of the above.
20. Aside from ethical considerations, as a government contracting officer or a government contractor employee, you are legally obligated to avoid improperly releasing or obtaining “contractor bid or proposal information” or “source selection information.” Name the federal statute that imposes severe penalties with regard to these issues. (Just the popular name of the statute; I’m not asking for the citation.)
Statute Name: _____________________________________
21. BluesBros Group is working on a contract to buy its own theater in Las Vegas from Elmer Fudd, a not-so-well known Las Vegas property owner. Elmer Fudd has asked $5 Million for the property. BluesBros Group’s lawyer has made an offer of $2.5 Million. So far, you know no contract yet exists because of one of the key elements of a contract is missing. That element is:
a. Offer
b. Legal purpose
c. Consideration
d. Agreement
e. None of the above.
22. Two part question: (a) What is the regulatory definition of “cost or pricing data”? (You should not need more than a single sentence to answer this question; if you are planning on a career in government contracting you should probably memorize this sentence.)
(b) What is the name of the statute that requires (under some circumstances) that an offeror or contractor provide the government with certified “cost or pricing data”? [There now two names; I will accept either.]
a. Definition: ______________________________________________________________
________________________________________________________________________
b. Statute Name: _____________________________________________________
23. US Government Contracting Officers are specifically appointed as agents for the Government. What is the manner in which Contracting Officers receive such power?
a. A certificate of appointment or warrant
b. A letter
c. A phone call
d. An email
e. None of the above.
24. This is a multipart question. The Federal Acquisition Regulation explicitly addresses the common law of contracts, including the elements of an enforceable contract, that we have been studying and applies it to the simplified acquisition process. Using that policy direction, which step is considered the offer:
a. ____ the vendor’s quotation, or
b. ____ the order issued by the Government.
What additional step is required to form a binding contract? __________________________
What is the Code of Federal Regulation reference for this policy ______________________
25. Buyer Bobbie Sue and Seller Billy Bob are disputing the delivery of products called for under their contract. Bobbie Sue says that the products that she pre-paid for do not conform to the requirements of the contract, but Billy Bob refuses to refund the payment or replace the products. Bobbie Sue and Billy Bob have tried to work out their differences through negotiation, but cannot come to an agreement. This has resulted in a contract dispute. Briefly explain TWO dispute resolution options available to Bobbie Sue and Billy Bob to avoid litigation, and the primary benefits of each option.
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
26. Two part question.
Scenario: Joe wants to do some radio advertising for his dog walking and tax preparation business. Joe talks on the phone to a sales representative from the WTOP radio station. After several discussions, they agree to a slate of radio spots to air on specific dates for a set price. No written contract is signed but Joe sends the representative an email that says “Let’s move forward with this 8-week run at $9600.” [PS: This is an actual case (with names changed) discussed on “Solosez,” the ABA listserv for solo attorneys.]
Your questions:
Part 1: Has an enforceable contract been formed? Why or why not? Is this a written contract or an oral contract? Does Article 2 of the UCC apply to this situation?
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
Part 2: So the radio spots start, but after week two all the talk on Twitter is that Joe’s business must be a joke. Joe is appalled and wants to cancel the ad campaign.
Your questions: Can Joe cancel the contract? If he does cancel, what are the radio station’s rights?
__________________________________________________________________________
__________________________________________________________________________
=============== End of Exam – Congratulations! ===============
