Define and explain the differences between the terms of a common-law offer and an offer made by a merchant under the UCC.

2] LLC company, contracted to buy a jet from Cessna Aircraft Company for $7.2 million. As part of the agreement, Cessna Promised to manage the Jet [meaning they would rent it out on behalf of LLC Company in order to generate revenue]. for five years to help recoup some of the purchase price. Three years later, Cessna informed LLC Company that the jet was being dropped from the management program. Because of this decision, the LLC Company was forced to sell the jet for less than 80% of the purchase price. Later LLC Company filed a suit in federal district court against Cessna claiming breach of contract under the UCC. The court dismissed the claim, ruling that the contract was not subject to the UCC because managing a jet was a service [common law rules]. LLC Company appealed. The US District Court of appeals reversed the lower court's dismissal of the suit. The contract involved a sale of goods [the jet] and a sale of services [its management] which was a mixed contract.

Write an analysis and conclusion using the predominant-factor test, and decide how you would conclude. Label your analysis and label your conclusion. Remember to cut and paste the scenario above followed by your responses.

3] Example 16:9:

McCleary orders one thousand blue smart fitness watches from Halderson. Halderson ships one thousand black smart fitness watches to McCleary. If Halderson notifies McCleary that it has only black watches in stock, and the black watches are being sent as an accommodation, then the shipment is an offer. A contract will be formed only if McCleary accepts the black watches.

If, however, Halderson ships black watches without notifying McCleary that the goods are being sent as an accommodation, the shipment is both an acceptance and a breach of the resulting contract. McCleary can sue Halderson for any appropriate damages.

Explain to the parties the proper way under the UCC the three options acceptance, breach, and accommodation using the facts above. Remember to cut and paste the scenario facts followed by your responses.