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K11 topics368 practice questions

NextGen Bar Exam Contracts.

Formation, defenses, performance, breach, and remedies — common law with UCC Article 2 integrated.

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All 11 topics in Contracts

Scope-aligned

★ marks the 10 topics NCBE flags at memorize level — know these cold; the rest lean on provided materials and reasoning.

  1. 01

    Governing Law: CL vs UCC★

    Identifying whether a transaction is governed by the common law or UCC Article 2, and how to treat hybrid (goods-and-services) transactions under UCC 2-102.

    Free
  2. 02

    Formation★

    Mutual assent — offer and acceptance; unilateral, bilateral, and implied-in-fact contracts; the manifestation of assent; control and termination of the power of acceptance; the mirror-image rule and its UCC displacement; and modification of contracts (common law and UCC).

  3. 03

    Consideration & Substitutes★

    Consideration as a bargained-for exchange (adequacy, past consideration, the preexisting-duty rule, forbearance) and obligations enforceable without a bargained-for exchange — promissory estoppel and restitution.

  4. 04

    Defenses★

    Defenses to enforceability: incapacity; duress and undue influence; mistake and misunderstanding; fraud, misrepresentation, and nondisclosure; illegality and public policy; and unconscionability under the common law and the UCC.

  5. 05

    Statute of Frauds★

    The statute of frauds: contracts covered, satisfaction of the writing requirement, exceptions to the writing requirement, the UCC statute of frauds and its exceptions, and electronic transactions under UETA.

  6. 06

    Parol Evidence & Interpretation★

    Contract content and meaning: the parol evidence rule (common law and UCC), rules of interpretation and their priority, usage of trade, course of dealing and course of performance, and omitted and implied terms.

  7. 07

    Performance, Conditions & Good Faith★

    Performance at common law: promises versus conditions, the nonoccurrence and excuse of conditions, conditions of satisfaction, and the obligation of good faith and fair dealing.

  8. 08

    UCC Performance & Warranties★

    Performance under UCC Article 2 (tender, risk of loss, title, delivery terms, rejection, cure, acceptance, and revocation) and warranties and disclaimers — express warranties, warranties of title and against infringement, implied warranties of merchantability and fitness, and their disclaimer.

  9. 09

    Breach, Repudiation & Excuse★

    Breach and discharge: material versus partial breach and substantial performance; anticipatory repudiation (common law and UCC); impossibility, impracticability, and frustration of purpose and risk of loss; discharge of duties (accord and satisfaction, novation, rescission, release); and breach of employment contracts.

  10. 10

    Remedies★

    Contract remedies: the expectation interest and its measure; causation, certainty, and foreseeability; liquidated damages versus penalties; avoidable consequences and mitigation; reformation; specific performance and injunction; reliance and restitution interests; and remedies under the UCC.

  11. 11

    Third Parties

    Third-party rights and obligations: intended versus incidental third-party beneficiaries and defenses against their claims; and assignment of rights and delegation of duties, including under the UCC.

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4 sample K questions

Real questions from the Contracts bank, with the full explanation. The paid bank covers all 11 topics and difficulty levels.

Riverside Diner, a restaurant, orders 60 dozen ceramic coffee mugs from a wholesaler for $2,400, with delivery promised in three weeks. When the shipment arrives, roughly a third of the mugs are chipped, and the owner wants to know what rules govern her right to reject them. Her lawyer explains that before any rejection rule can be applied, they must first pin down which body of contract law governs the purchase, because the standard for rejecting an imperfect shipment differs sharply between the two regimes.

Which body of law governs the diner's purchase of the mugs?

  1. The common law of contracts.
  2. UCC Article 2A.
  3. UCC Article 2. Correct
  4. UCC Article 2 and the common law together.
Why: Ceramic mugs are movable, tangible things — goods — and the diner is buying them for a price, so this is a sale of goods governed by UCC Article 2 (C); its perfect-tender and rejection rules then decide whether she can reject the chipped mugs. A is wrong because the common law governs services, real estate, and intangibles, not a straightforward sale of movable products. B points to Article 2A, which covers leases of goods; the diner is buying the mugs outright, not renting them, so 2A does not apply. D wrongly splits the deal between two rulebooks; a pure sale of goods with no service component is governed entirely by Article 2, not by the common law at all.

A company contracts with a homeowner to design and maintain her garden for one growing season for $9,000, sending a crew each week to prune, plant, and mulch. Midway through the season the homeowner is dissatisfied with the pruning and wants to know whether she can treat the imperfect work as a breach and withhold the balance. Her attorney says the first step is to identify which body of contract law governs, because the standard for adequate performance — substantial performance versus strict conformity — differs between the two regimes.

Which body of law governs the landscaping contract?

  1. The common law of contracts. Correct
  2. UCC Article 2.
  3. UCC Article 2A.
  4. The Uniform Electronic Transactions Act.
Why: Landscaping is a service — the homeowner is buying labor, horticultural skill, and effort, not movable goods — so the common law governs, and performance is measured by the substantial-performance standard (A). B is wrong because Article 2 reaches only sales of goods; the plants and mulch are incidental to the gardening service and do not convert it into a sale. C, Article 2A, governs leases of goods, and nothing here is leased. D, the Uniform Electronic Transactions Act, addresses only whether electronic signatures and records are valid — a question about the medium of agreement, not which substantive body of contract law applies. Because no goods are being sold, there is no occasion even to run the predominant-purpose test.

A state law student is drilling herself on UCC § 2-105, which defines 'goods' as things movable at the time they are identified to the contract for sale. She reminds herself that only a sale of goods pulls a transaction into Article 2 and its warranty and formation rules, so classification is the threshold move. She writes down four proposed sale contracts and tries to decide which one has a subject matter that qualifies as goods under the Code's movability test.

Which of the following is a sale of 'goods' under UCC Article 2?

  1. The sale of a 40-acre parcel of farmland.
  2. The sale of 100 shares of corporate stock.
  3. The assignment of a three-year commercial lease.
  4. The sale of a used delivery van. Correct
Why: Goods are things movable when identified to the contract. A delivery van is tangible and movable, so its sale is governed by Article 2 (D). Farmland (A) is real estate — land is the paradigm of what is not goods, so its sale is common law. Corporate stock (B) is an investment security, expressly excluded from § 2-105's definition of goods and governed instead by UCC Article 8. Assigning a commercial lease (C) transfers an interest in real property, not a movable thing, so it is not a sale of goods either. The unifying test is movability at identification: only the van can be picked up and carried away, which is why only its sale triggers Article 2.

A developer hires a general contractor to build a warehouse for $2.4 million. The contractor supplies all of the steel, concrete, lumber, and fixtures and furnishes the labor to erect the structure. After completion, the developer claims the roof leaks and sues. The parties dispute whether the UCC's perfect-tender rule or the common law's substantial-performance standard measures the contractor's obligation, and the value of the materials alone exceeds $1 million. The jurisdiction follows the majority approach to contracts that combine goods and services.

Which body of law most likely governs the construction contract?

  1. UCC Article 2, because the materials exceeded $1 million in value.
  2. UCC Article 2, because the contractor furnished movable materials.
  3. The common law, because building a structure is predominantly a service. Correct
  4. Both bodies of law, split between the materials and the labor.
Why: Construction contracts are the classic hybrid that courts treat as predominantly service agreements: the owner is buying the contractor's skill in erecting a building, and the steel, concrete, and lumber are incidental to that end. Under the majority predominant-purpose test, one body of law — here the common law — governs the whole contract, materials included, so substantial performance, not perfect tender, applies (C). A and B fixate on the dollar value or movability of the materials, but goods incorporated into a structure lose their separate character; the deal's main thrust is construction. D describes the minority gravamen approach of splitting a contract claim by claim, which most courts reject in favor of a single rulebook for the entire agreement.
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Common questions

Contracts FAQs

Formation, defenses, performance, breach, and remedies — common law with UCC Article 2 integrated. The published content scope breaks it into 11 topics, examined through both MCQ formats plus integrated question sets and performance tasks.
11. Our notes are mapped one-to-one against NCBE's published content scope, and starred topics mark what NCBE flags at memorize level.
Active recall beats re-reading. Read the notes once, then practice exam-format questions in mixed order, then revisit weak topics. Our weak-area tracker surfaces the topics dragging your accuracy down.
Yes. The free diagnostic quiz is open to everyone, free accounts get the first topic of every subject — notes included — plus 5 premium questions a day. The full K bank (368 questions today) is unlocked with a one-time purchase and covered by the 14-day money-back guarantee.
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