📄 Contracts Mini-Course · MBE + Essay

Contracts Attack System

Contracts is not just a pile of rules. It is a sequence. Learn the sequence, spot the trigger facts, state the rule cleanly, and finish with the remedy.

The Contracts Path

When you feel lost, return to this order. It keeps the analysis under control.

1 What law governs: common law or UCC?
2 Was a contract actually formed?
3 Is there a defense to enforcement?
4 Did performance, breach, or excuse occur?
5 What remedy gets the plaintiff whole?
Mindset Attack Outline Rules Triggers Flashcards MBE Traps Essay Memory Hooks Quiz Premium Pack
Module 1

How to think about Contracts

Contracts questions reward order. The biggest mistake is jumping straight into remedies before proving there is an enforceable agreement.

The simple mental model

A Contracts problem is usually asking:

  • Did the parties make a deal?
  • Can the law enforce that deal?
  • Did someone fail to perform?
  • What does the nonbreaching party get?

The bar exam move

Do not write like a scholar. Write like a point collector.

  • Identify the issue.
  • State the rule cleanly.
  • Apply the facts directly.
  • Conclude and move.

The one sentence promise

If you can run every Contracts fact pattern through law → formation → defenses → terms → breach → remedies, you will rarely feel completely lost.

Module 2

The Contracts Attack Outline

This is the order to memorize. Use it for essays, MBE review, and quick issue spotting.

1 Governing Law

  • Common law: services, real estate, employment, construction, and most non-goods contracts.
  • UCC Article 2: sale of goods.
  • Mixed contract: use the predominant purpose test unless the question says otherwise.

2 Formation

  • Offer
  • Acceptance
  • Consideration
  • Promissory estoppel as a possible substitute
  • UCC special rules: firm offers, battle of the forms, open terms

3 Defenses to Enforcement

  • Capacity
  • Duress / undue influence
  • Mistake
  • Misrepresentation / fraud
  • Illegality
  • Unconscionability
  • Statute of Frauds

4 Terms and Conditions

  • Express terms
  • Implied terms
  • Gap fillers
  • Conditions precedent, concurrent, and subsequent
  • Modification and waiver

5 Performance, Breach, and Excuse

  • Substantial performance under common law
  • Perfect tender under the UCC
  • Material breach vs. minor breach
  • Anticipatory repudiation
  • Impossibility, impracticability, frustration of purpose

6 Remedies

  • Expectation damages
  • Reliance damages
  • Restitution
  • Specific performance
  • Liquidated damages
  • Mitigation, certainty, and foreseeability limitations
Module 3

Must-know rule statements

These are intentionally short. The goal is not to memorize a textbook. The goal is to have usable rule language under pressure.

Offer: An offer is a manifestation of willingness to enter into a bargain that creates the power of acceptance in another person.

Acceptance: Acceptance is an objective manifestation of assent to the terms of the offer, made in the manner invited or required by the offer.

Consideration: Consideration requires a bargained-for exchange where each party gives or promises something of legal value.

Promissory Estoppel: A promise may be enforceable without consideration if the promisor should reasonably expect reliance, the promisee actually relies, and injustice can be avoided only by enforcement.

Statute of Frauds: Certain contracts must be evidenced by a writing signed by the party to be charged, including contracts for land, suretyship, marriage consideration, goods of $500 or more, and contracts not performable within one year.

Parol Evidence Rule: When parties adopt a final written agreement, prior or contemporaneous statements generally cannot be used to contradict the writing, though they may be allowed for certain purposes such as ambiguity, defenses, or consistent additional terms.

Material Breach: A material breach substantially defeats the purpose of the contract and may excuse the nonbreaching party’s remaining performance.

Anticipatory Repudiation: Anticipatory repudiation occurs when a party clearly indicates before performance is due that they will not perform.

Expectation Damages: Expectation damages seek to put the nonbreaching party in the position they would have occupied had the contract been performed.

Module 4

If you see this fact, think this issue

This is where points are made. The bar exam hides the rule inside the facts.

If you see

“Seller,” “buyer,” “goods,” or “merchant”

Think: UCC Article 2.

If you see

A merchant promises to hold an offer open

Think: UCC firm offer.

If you see

Different or additional terms in acceptance

Think: battle of the forms.

If you see

“I promise to give you…”

Think: gift promise / lack of consideration.

If you see

Reliance on a promise

Think: promissory estoppel.

If you see

Oral agreement

Think: Statute of Frauds.

If you see

Prior conversations before a written contract

Think: parol evidence rule.

If you see

One party says they will not perform

Think: anticipatory repudiation.

If you see

Unique item or land

Think: specific performance.

Module 5

Active recall flashcards

Read the question, answer it from memory, then check the answer. Do not just passively read these.

Formation

What are the basic requirements for contract formation?

Offer, acceptance, and consideration.
Governing Law

When does UCC Article 2 apply?

UCC Article 2 applies to contracts for the sale of goods.
Consideration

Is a mere gift promise usually enforceable?

Usually no. A gift promise generally lacks a bargained-for exchange. Check for promissory estoppel.
Mailbox Rule

When is an acceptance generally effective under the mailbox rule?

An acceptance is generally effective upon dispatch, unless an exception applies.
Statute of Frauds

What should you think when the contract is oral?

Ask whether the Statute of Frauds requires a writing signed by the party to be charged.
Remedies

What is the purpose of expectation damages?

To put the nonbreaching party in the position they would have occupied if the contract had been performed.
Module 6

Common MBE traps

Contracts questions love small distinctions. These are the traps to drill until they feel automatic.

Formation traps

  • Advertisement: usually an invitation to deal, not an offer.
  • Silence: usually not acceptance.
  • Past consideration: usually not valid consideration.
  • Illusory promise: may fail for lack of commitment.
  • Option contract: acceptance is effective upon receipt, not dispatch.

UCC traps

  • Firm offer: merchant’s signed promise can keep offer open without consideration.
  • Open terms: UCC can fill gaps if parties intended to contract.
  • Perfect tender: buyer may reject if goods fail in any respect, subject to exceptions.
  • Cure: seller may have a chance to fix nonconforming goods.
  • Merchant rules: merchants often get special treatment.

Evidence/terms traps

  • Parol evidence: watch whether the writing is final and integrated.
  • Course of performance: conduct under this contract can explain terms.
  • Course of dealing: prior conduct between parties can matter.
  • Usage of trade: industry practice can help interpret terms.

Remedies traps

  • Mitigation: plaintiff cannot sit back and let damages pile up.
  • Certainty: damages cannot be speculative.
  • Foreseeability: consequential damages must be foreseeable.
  • Specific performance: more likely for land or unique goods.
  • Punitive damages: generally not available for ordinary contract breach.
Module 7

Essay framework

On an essay, make the grader’s job easy. Use headings. Move in order. Do not bury the rule.

Contracts essay order

  1. Governing Law: Common law or UCC?
  2. Formation: Offer, acceptance, consideration.
  3. Defenses: Is enforcement blocked?
  4. Terms: What did the parties actually agree to?
  5. Conditions: Was performance due?
  6. Breach: Material breach, minor breach, anticipatory repudiation, or UCC nonconformity?
  7. Excuse: Impossibility, impracticability, frustration, waiver, or prevention?
  8. Remedies: Expectation, reliance, restitution, specific performance, or liquidated damages.

Mini essay template

Issue: The issue is whether [party] has an enforceable contract/remedy because [trigger fact].

Rule: State the relevant rule in one clean sentence.

Application: Apply the facts directly. Compare what each party did to what the rule requires.

Conclusion: Therefore, [party] likely [wins/loses/is entitled to remedy].

Module 8

Memory hooks

These are not magic. They are handles. Use them to pull the right checklist under pressure.

Law → Formation → Defense → Breach → Remedy

This is the master spine. If you panic, restart here.

Goods = UCC

Anytime you see goods, seller, buyer, shipment, merchant, or tender, ask whether Article 2 controls.

Oral = Statute of Frauds

Not every oral contract fails. But every oral contract should trigger a quick Statute of Frauds scan.

Promise + Reliance = Estoppel

If consideration is weak but reliance is strong, look for promissory estoppel.

Land = Unique

Land often supports specific performance because every parcel is considered unique.

Breach = Remedy

After breach, immediately ask what remedy actually makes the plaintiff whole.

Module 9

Quick quiz

Answer first. Then open the answer. This is where the learning actually sticks.

1. Buyer mails acceptance Monday. Seller revokes Tuesday. Acceptance arrives Wednesday. Contract?

Assume the mailbox rule applies and the offer did not require receipt.

Show answer

Likely yes. Under the mailbox rule, acceptance is generally effective upon dispatch, so the Monday acceptance beats the Tuesday revocation.

2. A merchant signs a writing promising to keep an offer to sell goods open for 60 days. Consideration?

Show answer

Under the UCC firm offer rule, a merchant’s signed promise to keep an offer open may be binding without consideration for the stated time, subject to limits.

3. A friend promises to give you a car next month. You give nothing in exchange. Enforceable?

Show answer

Usually no. This is likely a gift promise without consideration. However, check for reliance that could support promissory estoppel.

4. Contract for sale of land is oral. What issue should immediately fire?

Show answer

Statute of Frauds. Contracts for land generally require a writing signed by the party to be charged, unless an exception applies.

5. Seller delivers goods that are slightly nonconforming. What UCC doctrine matters?

Show answer

Perfect tender. Under the UCC, the buyer may generally reject goods that fail in any respect, but watch for cure, installment contracts, and acceptance issues.

Coming Soon

Contracts Flash Pack

The free page gives you the framework. The paid pack will be built for drilling: more cards, cleaner printable sheets, more MBE traps, and more essay-ready checklists.

100+ Contracts flashcards
Printable attack outline
MBE trap sheet
Essay issue checklist

Planned launch price: $1.99–$3.99 for the first study pack.

Important study disclaimer: Flash The Law is an educational study supplement. It is not legal advice, not a law school course, not a commercial bar prep replacement, and does not guarantee bar exam results. Always verify rules with your bar prep provider, professor, jurisdiction, and official bar exam materials.
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Once this Contracts format feels right, we can clone the structure for the rest of the bar subjects.