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64 Cards in this Set

  • Front
  • Back
federal subject matter jurisdiction (3parts)
(controversy over a subject matter) 1. different states 2. atleast $75,000 OR 3. federal question
state long armed jurisdiction (4parts)
(expand jurisdiction to another state) 1.committed civil wrong in that state 2. property in controversy is in that state 3. entered into a contract in that state 4. businness transaction in controversy was in that state
uniform commercial code
involves sale of a good
prodoment feature of transaction test
more of a service than a good, don't use UCC
promissory estoppel (3parts)
1. party makes promise that can be reasonably relied on 2. is reasonably relied on 3. injustice would result if promise isnt fulfilled
quasi contract (3parts)
1. benefits bestowed on defendent and knowingly accepted 2. theyre unjustly enriched 3. must pay back a reasonable amount
option contract
offer must be kept open for a specific period of time (NEED consideration)
firm offers (under UCC)
written promise not to revoke offer for a specific period of time (DONT need consideration)
mailbox rule (2parts)
1. acceptance is in effect upon proper dispatch (even if dont get it) 2. rejections effective upon receipt
2-207 additional terms (2parts)
(additional terms are taken out and turned back to original contract when 1.materially alters 2.reject within reasonable time
durress (2parts)
1.improper threat reasonable alternative
undue influence (2parts)
1.unfair persuasion a confidential relationship (ex. parent-child)
fraud (4parts)
1. false represention
2. of a material fact
3. made with knowledge of its falsity and intent to deceive
4. relied on
mutual mistake
can only get money back if its over a material fact NOT value
nonfraudelent misrepresentation
fraud without knowledge of its falsity
value exchanged therefore promise must be enforced, amount doesnt matter
illusory promise
just an offer, no consideration made therefore not bound by contract
prexisting duty rule (2parts)
(if its already their duty cant get more out of it unless)
1. unforseen circumstances can get more $ 2.give extra consideration can get more $ (finish early)
no consideration CAN get money
disputed amount/had consideration, CANT get money
past consideration
gift of favor that is stopped, they dont owe you more, NO consideration
regulatory license
to protect the public, standards placed on services (ex. doctor, lawyer)
common law restraint of trade (2parts)
1. time and location 2.unless its a common calling can only prevent their gossip
exculpatory clause
waiver that relieves a person from liable cause, unless you owe a duty to the public
unconscionable contracts (2types)
unfair contract 1.procedural: actual terms made unfair/sneaky
2.substantive: actual deal is so unfair you dont have to follow it
infancy doctrine (3parts)
1.minor can void any contract made while a minor or for reasonable time after
2. cant lie about age
3. can use with emancipation and necessaries
mental incapacities (2types)
1. ajudicated incompetent: court ordered and all contracts made void
2. sometimes mental: if didnt understand basic nature of transaction and other party knew or shouldve known this
intoxication (3parts)
1.didnt understand the basic nature of the transaction 2. other party knew or shouldve known this 3. acted right after sober
suretyship provision (&exception)
person promises to pay if other doesnt unless 1.main purpose doctrine: purpose was to benefit yourself but made it look like it was for the other person
original promise
person promises to pay for the other person
part performance of land (4parts)
(can be oral)
1.made down payment 2. took possession of land 3. made improvements 4.expecting contract to eventually be written
one year provision (2parts)
1. writing: stat date to finish must be less than 1 year 2. oral:indefinate
2-201 (3parts)
1. need written contract when over $500 2. have 10 days to object in writing or still liable 3. cant sell in normal course of business then doesnt have to be written
parol evidence rule (2parts)
1. CAN introduce evidence from before or same time document was signed 2. CANT use when ambiguous or missing something
rights that arent assignable (4parts)
1. personal contract
2. prohibited by law
3. prohibited by contract
4. if materially alters
stands in the shoes
assignee stands in the shoes of the assignor (share benefits and problems)
successive assignment rule (2types)
assigning same rights to more than 1 person 1. american rule: 1st assignee wins 2. english rule: 1st to notify without knowledge
delegation of duties (3parts)
can sue both parties unless 1. materially affects transaction in regard to delegatee 2. personal service 3. if contract prohibits it
third party beneficiary (2types)
1.intended: contract named a specific group of ppl and can enforce contract 2. general public (all drivers when road construction)
condition precedent
condition in contract performed before (want red but only have blue, cant be forced to buy blue)
"time is of the essence"
if it doesnt happen on time, contract is terminated
condition subsequent
something happened that terminated an already existing contract (some based on satisfaction but when acting in good faith)
anticipatory repudiation
when notified that they CANT perform then party can look for a new source
impossible to complete
commercially impracticable
too much money to be worth the hassle
frustration of purpose
something happened which prevents contract from being fulfilled
compensatory damages
compensation for non performance, put where they wouldve been if contract performed right
consequential damages
if party knew there would be damages when they breached the injured party can seek EXTRA damages
punitive damages
to punish party, more money in addition to money alreayd awarded
liquidated damages (2parts)
parties agree before hand to amount of damages 1.reasonable not a penalty 2.cant be pre calculated
(dont have to have actual damages, just breach of contract to collect)
2-315 implied warranties fitness for a particular purpose (2parts)
1. seller knows purpose of purchase 2. rely on seller's skill to pick item (doesnt count "pick any all the same")
mitigation of damages
can't collect for damanges that couldve been avoided
specific performance
to collect you need to prove it was unique (movie credit, antigue car)
injunctive relief (2parts)
order to do or not to do something 1.cant be personal service 2. can stop them from performing for someone else unless it involved money
2-403 transfer of title (2types)
1.voidable title: given involuntary then void title (starts void stays void)
2.entrustment rule: voluntary then a good trust title (bad check and resell it)
2-509 risk of loss (2type 2part)
1. breach: risk of loss is on breaching party
2. no breach: a)distribution contract- risk of loss shifts fm seller to buyer when carrier made items available to buyer b) shipment contract- seller to buyer when goods in carriers posession
seller/city/shipment desitination

buyer/city/shipment destination
2-313 express warranties (3parts)
1.affirmation of fact/promise 2.description of goods 3.sample of goods
2-314 implied warranties of merchantability (2parts)
merchant says goods are fit for their purpose 1. consumer's reasonable expectation test 2.natural or foriegn object test
2-316 modification of warranties (2parts) for a particular purpose: conspicuous and written 2.merchantability: must have word when oral and word with conspicious text when written
anti-dumping provision
sell items less then their value to run out another business
gray market goods (2parts)
not illegal or legal 1.ok if pose no threat to health and society 2.not ok if it violates laws
letters of credit
seller goes to own bank when its a confirmed letter of credit
standby letter
buyer goes to their bank when they get a standby letter