Law Terminology 2 - Section 2

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entire output contract

Back 1

under which one party agrees to sell the entire output of its products or services to the other party and the other party agrees to purchase the entire output

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reformation

Back 2

restructuring of the agreement to conform with the original purpose

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mistake

Back 3

misunderstanding about the nature of the agreement or about some part of the agreement

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bilateral or mutual mistake

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both parties admit having misunderstood crucial elements of agreement

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avoided

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contract made void by decision of either party

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executory contracts

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agreements that have been entered into either formally or informally but haven't yet been fulfilled

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counter offer

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when offeree proposes a different offer instead of accepting original proposal

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revocation of offer

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offeror taking back offer before its excepted

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consideration

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for contract to be legalling binding must included this

something given in exchange for action to be performed or the promise to refrain from performing something

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promise

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if one party proposes to make a gift of property or service to another and 2nd party accepts

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nudum pactum

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a barren promise

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offeror

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party who makes proposal to enter a contract

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offer

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proposal

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express contract

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one in which the parties clearly and deliberately state the terms of the contract either orally or in writing

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offeree

Back 15

party to which offer is made

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mutual agreement

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consent of all parties involved in making contract is crucial for contract to be considered legal

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contract

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formalized agreement between two parties to perform or refrain from performing or one or more particular things

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meeting of the minds

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mutual agreement

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agreement of bargain

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contract

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rejection

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the offeree may also decline the offer

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promisor

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party promissing the gift (promise)

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promisee

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party to whom the promised gift (promise) is made

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implied contract

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agreement in which terms aren't clearly spelled out and agreed upon

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implied in fact

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contract arises from conduct of parties involved rather than from express statements

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types of contracts

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1. express and implied
2. formal and informal
3. bilateral and unilateral
4. valid, void and voidable
5. enforceable and unenforceable
6. executed and executory

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implied in law

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contract imposed by court to prevent unjust enrichment

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unjust enrichments

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retaining money, property or other benefit that legally belongs to another

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quasi contract

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a corrective measure by the court to impose a contract implied by law which the unjustly enriched person must consider the other party as if contract already existed

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restitution

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consideration offered after unjust enrichment

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formal contract

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written document in which all terms are clearly spelled out. terms are agreed and all parties sign contract

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informal contract

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agreed by all parties but isn't necessarily written out in customary format

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oral contracts

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consisting entirely of each party's oral promise

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bilateral contract

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an agreement in which one party makes a promise in exchange for other party's promise

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bilateral

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both sides make promises

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unilateral contract

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contains only one promise in exchange for particular act

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ratify

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approve contract

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valid contract

Back 37

when it meets the requirements of law

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void contract

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fails to meet standards by which a contract is considered legally binding and therfore has no legal effect

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void

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both parties fail to agree
or
contract involves performance of an illegal act

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voidable contract

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an agreement than can be made void or disaffirmed by one of the parties thru some rule of law that excuses parties obligations

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disaffirmed

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agreement can be void

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capacity

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legal eligibility to enter into a contract

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competence

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capacity to enter an agreement

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incompetency

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legal ineligibility

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infancy

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used to describe condition of any party not legally considered an adult

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age of majority

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usually 18 years of age in most states

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enforceable

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contract contains all elements required to be considered legally binding

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unenforceable

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technically valid but can't be enforced for some legal acceptable reason

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executed

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contracts that are completely fulfilled

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option contracts

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which consist of an offer together with an agreement supported by considered to hold the offered open for a specific period of time

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third party beneficiary contracts

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an agreement between two parties for goods or services that benefit a third party who hasn't entered into the agreement

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intention

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original purpose

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fraud

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agreements entered thru misrepresentation

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recission

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the defrauded party may choose to cancel the contract and return any consideration received

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duress

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use of threats or physical harm to overcome a person's free will

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undue influence

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misuse of position of trust to coerce the injured party to enter an agreement

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requirement contracts

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under which one party agrees to purchase its entire requirement of specific goods or services exclusively from another party for a specific period of time

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unilateral mistake

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when one party is mistaken . The contract can't be avoided by the parties themselves case must be settled court

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defective contracts

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Valid contract which lacks legal sufficiency due, for example, to incorrect or incomplete following of a required or statutory procedure, and may not be enforceable by the courts.

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statute of frauds

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Requirement that a contract must be in writing and signed to be enforceable.

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unconscionable

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A contract term that is so unreasonable in relation to one party's interest as to render the contract unenforceable.

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agreement

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any meeting of the minds, even without legal obligation. 2) in law, another name for a contract including all the elements of a legal contract: offer, acceptance, and consideration (payment or performance), based on specific terms.

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accord and satisfaction

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an agreement to accept less than is legally due in order to wrap up the matter
modified arrangements

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accord

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new agreement
parties may consent to fulfill obligations in somewhat different manner than originally determined

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satisfaction

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payment
or fulfillment of slightly modified arrangements

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breach of contract

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n. failing to perform any term of a contract, written or oral, without a legitimate legal excuse.

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anticipatory breach

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n. when a party to a contract repudiates (reneges on) his/her obligations under that contract before fully performing those obligations.

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liquidated damages

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an amount of money agreed upon by both parties to a contract which one will pay to the other upon breaching (breaking or backing out of) the agreement or if a lawsuit arises due to the breach

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time is of the essence

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Provision often included in construction, supply, transport, and other types of contracts to stress the punctual completion of the job (or repayment of a loan) as a vital element of the performance of the contract. Any failure to complete the work (or to pay the sums) within stated time limits may constitute breach of the contract.

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repudiation

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denial of the existence of a contract and/or refusal to perform a contract obligation. Repudiation is an anticipatory breach of a contract.

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lapse

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party that fails to perform typically forfeits certain rights or privilegses guaranteed under contract

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adhesion contract

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common type of unconscionable contract
- terms of which are drawn to benefit the dominant party and can't be negotiated by other party

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boilerplate language

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standardized set of expressions often several paragraphs long used over and over in documents of same type

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agreement

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agree to terminate contract altogether

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impossibility

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no hope of performance exist may be terminated on grouunds of impossibility

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performance

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when all parties have performed all the oblicgations stated or implied in contract

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impracticability

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The doctrine of impracticability in the common law of contracts excuses performance of a duty, where that duty has become unfeasibly difficult or expensive for the party who was to perform.

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Uniform commercial code

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harmonize law of sales and other commercial transactions amoung all 50 states

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ways to terminate contract

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1. performance
2. agreement
3. impossibility
4. breach of contract

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legal grounds for impossibility

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1. death of party obligated to perform personal service
2. irrevocable loss or destruction of goods or subject matter named or implied in contract
3. statutes enacted after contract was made outlawing particular performance indicated by contract