Chapter 17 For Ugba175

Front 1

4 general kinds of discharge

Back 1

1. performance by the parties
2. material breach by 1 or both parties
3. agreement of the parties
4. operation of law

Front 2

conditions

Back 2

event whose happening or nonnhappening affects duty of performance under a contract

Front 3

purpose of condition

Back 3

inserted for protection and benefit

Front 4

classification of conditions

Back 4

may be classified by how they are imposed:
express conditions
implied-in fact conditions
implied in law conditions

OR

can be classified by when they affect a duty of performance
conditions concurrent
conditions precedent
conditions subsequent

Front 5

express condition

Back 5

explictly set forth in language
ex. using words like; "provided that" or "if" or "after" etc

fully and literally performed before conditional duty to perform arises

Front 6

satisfaction of a contracting party

Back 6

may agree that perfomrance by one will be to the satisifcation of the other, and not obligated to pay unless satifised

Front 7

subjective satisifcation

Back 7

standard applied if the promisor in good faith is dissatisfied, the condition has not occurred

Front 8

objective satification

Back 8

standard where performance relates to utility

Front 9

satisfaction of third party

Back 9

based on approval/performance of third party.

ex. owner must pay builder for building if architect states builder built according to plan

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implied in fact condition

Back 10

similar to express condition in tht they have to be fully and literally occur and parties must understand, but:
are inferred from the terms of the contract
nature of transaction, or
conduct

Front 11

implied in law condition
(constructive condition)

Back 11

using law for fair/just result

differs from other 2:
1. not contained in language or inferred upon
2. it need only be substantially performed.

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concurrent conditions

Back 12

mutual duties of performances take place at same time.

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conditions precedent

Back 13

event that must occur before performance under a contact is due

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conditions subsequent

Back 14

event tht terminates an existing contract
ex. return of goods

Front 15

discharge by performance

Back 15

most frequent method of discharging a contractual duty

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tender

Back 16

an offer by 1party (who is ready, willing, and able to perform) to the other party's obligations under terms of contract

Front 17

discharge by breach

Back 17

unexcused failure of a party to perform her promise

Front 18

material breach

Back 18

unjustified failure to perform substantially the obligations promised in a contract constitutes a material breach

must have significantly impaired rights under contract

Front 19

determining material breach

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1. extent to which injured party will be deprived of the benefit expected
2. extent to which injured party can be adaquetly compensated for the deprived benefit
3. extent to which party failing to perform will suffer forfeiture
4. likelihood tht failing party will cure failure, taking into account reasonable assurances
5. extent to which behavior of the party failing to perform comports w/ standards of gd faith

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time is of th essence

Back 20

failure to perform a promise promptly is a material breach if time is of the essence

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prevention of performance

Back 21

substantial interference or POP by the other =material breach

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perfect tender rule

Back 22

any deviation from the promised performance in a sales contract under UCC constitutes a material breach
ex. delivery of 99/100 goods = breach

Front 23

substantial performance

Back 23

party that substantially, but not completely performs duty of contract can obtain others performance minus the damages

Front 24

anticipatory repudiation

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repudiation before the perfomance date fixed by the contract

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material alteration of written contract

Back 25

unauthorized altercation of provisions is discharge of entire contract

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mutual recission

Back 26

agreement btwn both parties to terminate their respective duties under the contract

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substituted contract

Back 27

new contract accepted by both parties in satisfaction of thier duties

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accord/satisfaction

Back 28

accord: contract by which obligee promises to accept a state performance in satisfaction of obligor's existing contractual duty

satisfaction: performance of accord

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novation

Back 29

a substituted contract that involves an agreement among three parties to substitute a new promisee for the existing promisee

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discharge by operation of law

Back 30

subjective impossibilty
objective impossibility
destruction of subject matter
subsequent illegality
frustration of purpose
commercial impracticability

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objective impossibility

Back 31

no promisor is able to perform; generally discharges promisor

Front 32

subjective impossibilty

Back 32

promisor cannot perform; doesnt discharge promisor
ex. contract for rent, bt b/c of bad business cant afford to pay

Front 33

death/incapacity

Back 33

discharges contractual duty by objective impossibilty

Front 34

destruction of subject matter

Back 34

generally discharges contract if it occurs w/o the promisor's fault

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subsequence illegality

Back 35

if legal at execution, bt illegal later...contract is discharged

Front 36

frustration of purpose

Back 36

principal purpose of a contract cant be fulfilled b/c of a subsequent event
ex. kings funeral and renting viewing rooms

Front 37

commerical impractibility

Back 37

where performance can be accomplised only under unforeseen and unjust hardships; contract discharged

Front 38

bankruptcy

Back 38

discharge of contractual duty given by bankruptcy court