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28 Cards in this Set

  • Front
  • Back
privity of contract
the relationship that exists between the promisor and the promisee of a contract
breach of contract
the failure, without legal excuse,of a promisor to perform the obligations of a contract
the act of transferring to another all or part of one's rights arising under a contract
a party who transfers (assigns) his or her rights under a contract to another party (called the assignee)
a party to whom the rights under a contract are transferred or assigned
one to whom an obligation is owed
one who owes an obligation to another
the process of transferring land out of one's posession (thus "alienating" the land from oneself)
delegation of duties
the act of transferring to another all or part of one's duties arising under a contract
a party who transfers (delegates) her or his obligations under a contract to another party (called the delegatee)
a party to whom contractual obligations are transferred, or delegated
third party beneficiary
one for whose benefit a promise is made in a contract but who is not a party to the contract
intended beneficiary
a third party for whose benefit a contract is formed. An intended beneficiary can sue the promisor if such a contract is breached
incidental beneficiary
a third party who incidentally benefits from a contract but whose benefit was not the reason the contract was formed. An incidental beneficiary has no rights in a contract and cannot sue to have the contract enforced
the termination of an obligation. In contract law, discharge occurs when the parties have fully performed their contractual obligations or when events, conduct of the parties, or operation of law releases the parties from performance
in contract law, the fulfillment of one's duties arising under a contract with another; the normal way of discharging one's contractual obligations
a qualification, provision, or clause in a contractual agreement, the occurrence or nonoccurrence of which creates, suspends, or terminates the obligations of the contracting parties
an unconditional offer to perform an obligation by a person who is ready, willing, and able to do so
anticipatory repudiation
an assertion or action by a party indicating tha the or she will not perform an obligation that the party is contractually obligated to perform at a future time
the substitution, by agreement, of a new contract for an old one, with the rights under the old one being terminated. Typically, novation involves the substitution of a new person who is responsible for the contract and the removal of the original party's rights and duties under the contract
impossibility of performance
a doctrine under which a party to a contract is relieved of his or her duty to perform when performance becomes objectively impossible or totally impracticable (through no fault of either party)
consequential damages
special damages that compensate for a loss that does not directyly or immediately result from the breach (for example, lost profits). For the plaintiff to collect consequential damages, they must have been reasonably foreseeable at the time the breach or injury occurred
nominal damages
a small monetary award (often one dollar) granted to a plaintiff when no acutal damage was suffered
mitigation of damages
a rule requiring a plaintiff to do whatever is reasonable to minimize the damages caused by the defendant
liquidated damages
an amount, stipulated in a contract, that the parties to the contract believe to be a reasonable estimation of the damages that will occur in the event of a breach
a contractual clause that states that states that a certain amount of money damages will be paid in the event of a future default or breach of contract. The damages are not a measure of compensation for the contract's breach but rather a punishment for a default. The agreement as to the amount will not be enforced, and recovery will be limited to actual damages
in equitable remedy under which a person is restored to his or her original position prior to loss or injury, or placed in the position he or she would have been in had the breach not occurred
specific performance
an equitable remedy requiring exactly the performance that was specified in a contract; usually granted only when money damages would be an adquate remedy and the subject matter of the contract is unique (for example, real property)