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After a business relationship breaks down, owners, managers, and outsiders dispute who is bound and who must pay. A seller promised to keep an offer open while the buyer made costly preparations. The facts are close, and both sides can cite a rule that appears favorable. The parties disagree about the legal effect of those facts. Which option gives the best analysis?

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Stop the analysis once the proponent states a plausible rule, without addressing the strongest counterargument. Import a rule from a nearby issue instead of applying the rule triggered by these facts. Reject the claim or defense solely because the opposing party disputes a required fact. The court should resolve the dispute by applying the operative rule to the material facts: The answer should identify the governing rule for Partnership Formation and apply it to the operative facts.

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