Business Legal Terminology (Blt) - Series 2

Front 1

OFFER

Back 1

An act or statement by someone that proposes definite terms and permits someone else to create a contract by accepting those terms.

Front 2

MIRROR IMAGE RULE

Back 2

A common law contract principle that requires the acceptance of an offer to be on precisely the same terms as the offer in order for a contract to be formed.

Front 3

COUNTEROFFER

Back 3

A new offer made in response to an offer received. It has the effect of rejecting the original offer, which cannot be accepted thereafter unless revived by the offeror.

Front 4

CONSIDERATION

Back 4

Something of value that one party gives to another in exchange for a promise or act. In contract law, a prerequisite for formation of a valid contract.

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PREEXISTING DUTY

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A promise to do something the promisor is already obligated to do is not consideration under contract law.

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ADHESION CONTRACT

Back 6

A standard form contract prepared by one party and given to the other on a "take it or leave it" basis.

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EXCULPATORY CLAUSE

Back 7

A contract provision that attempts to release one party from liability in the event that the other is injured.

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CAPACITY

Back 8

The legal ability to enter into a contract.

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CONSENT

Back 9

Whether a contracting party truly understood what he or she was getting into and whether he or she made the agreement voluntarily.

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MISTAKE

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In contract law, a basis for voiding or rescinding a contract if either (unilateral) or both (bilateral) of the parties entered into it based on false knowledge or assumptions.

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DURESS

Back 11

Constraint or coercion that, under principles of contract law, will render void a contract entered into or performed under its influence.

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STATUTE OF FRAUDS

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A statute providing that contracts concerning certain types of transactions (such as real property transfers, contracts that cannot be performed within one year, and sales of goods worth $500 or more) are not enforceable unless they are in writing.

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PAROL EVIDENCE

Back 13

Anything (besides the written agreementitself) that is said, done, or written before or at the time when the partiessign a contract. Can be precluded by including an integration clause in theagreement.

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THIRD PARTY BENEFICIARY

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A person who is not a party to a contract, but has legal rights under it and, in some cases, may have the right to enforce the contract.

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ASSIGNMENT

Back 15

Transfer of contract rights to a person who is not a party to the contract.

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CONDITION

Back 16

An event that must occur in order for a party to be obligated under a contract.

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DISCHARGE

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Termination of a party's duties under a contract.

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MERCHANT EXCEPTION

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Under the UCC, when two merchants reach an oral agreement, if within a reasonable time one sends the other written confirmation, sufficiently detailed to be binding on the sender, then the other merchant will be bound by the terms of the written confirmation unless he or she objects within 10 days.

Front 19

Mailbox Rule

Back 19

A contract doctrine that statesthat acceptance of an offer is effective at the time when it is sent (i.e. whenit is out of the offeree’s control).

Front 20

UCC section 2-207 (the Code's "battle ofthe forms" provision)

Back 20

Under the Uniform CommercialCode, terms not included in an original offer may be added by the acceptanceand included in the contract as long as they do not materially alter the termsof the original offer.