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39 Cards in this Set
- Front
- Back
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The __ __ __ generally applies to contracts for the sale and purchase of tangible goods, while the __ __ of contracts is used for exchange of svcs |
Uniform commercial code ucc Common law |
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When making an __ to contract there must be an objective met (__) to enter into a contract there must be definitve __, must be __, and there must be a specific __or __ to whom it is made |
Offer Intent Terms Communicated Person or entity |
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Some offers, __ offers, cannot terminate |
Exceptional |
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The stuff that holds the obligations of the parties between them, they must do something for each other |
Consideration |
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For consideration to be valid there must be a __- for __ |
Bargain-for exchanged |
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Consideration also requires the creation of a legal ___ for each party |
Detriment |
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Lastly for consideration the promise must be __ or __ it can't be __ |
Binding or obligatory Discretionary |
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To avoid injustices courts may use the doctrine of __ __ to __ (__) one party from being enriched by the other party's actions |
Promissory estoppel Estop (prevent) |
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Rule which states that if the parties have entered into a final, integrated, written, agreement no prior oral or written negotiations may be introduced into evidence that vary from or contradict the written agreement |
Parol evidence rule |
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The __ of __ requires these contracts to be in writing: 1. Can't be completed w/in 1 yr 2. Sale of real property 3. Sale of goods more than $500 4. Marriage 5. Suretyships |
Statute of frauds |
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__ __ requires additional consideration for modification of contract to be valid. Under _ _ _ contract modifications do nn t require additional consideration as long as the modification is made in good faith. |
Common law UCC |
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Authority to contract, 4 forms of |
Actual Implied Apparent Quasi contract |
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The ability to bind a legal entity in contract |
Actual authority |
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__ __ exists when an employee or agent is assumed to possess the authority to conduct business on behalf of the person or entity, despite the lack of a formal doc granting that authority |
Implied authority |
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Someone attempts to bind a legal entity into contract w/o the authority to do so, if the other party reasonably believes that individual is acting w/ the authority of said legal entity the individual is said to have __ __ |
Apparent authority |
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When someone is not authorized to bind a legal entity in contract yet enters into contract anyway, as long as other entity performed reasonable due diligence and the voiding of the contract would unjustly enrich one of the parties, the court may recognize the contract as though it were validly created between the parties. This is refered to as a __-__ |
Quasi- contract |
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8 (+1) defenses to contract 1. __ formation (__ defense) 2. __ of __ 3. __ (__ or __) 4. __ ( __ or __ influence) 5. __ 6. __ or __ 7. __ ( __) +1. __of __ 8. __ of __ |
1. Improper (formation) 2. Lack of capacity 3. Fraud (misrepresentation or deceit) 4. Duress ( force or undue) 5. Illegality 6. Mistake or ambiguity 7. Unconscionability, unfairness +1. Contract of adhesion 8. Statute of frauds |
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A valid contact never existed ( was never formed) |
Improper formation, formation defense |
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Contract defense that commonly refers to either minors or mentally infirm ppl, necessary contracts , clothing- food- shelter, can't be voided by this defense |
Lack of capacity |
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2 types of fraud ( misrepresentation or deceit) defenses. 1 fraud in __ 2 fraud in __ |
Execution Inducement |
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Party singned something radically different from what was represented or when the party die not realize what he was signing |
Fraud in execution |
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Party knowingly entered into a contract but was deceived Abt the subject matter |
Fraud in inducement |
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Duress to contract can occur in 2 ways 1. __ duress 2. __ duress |
Personal Economic |
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__ __ can also be considered personal duress. ie custodial relationship |
Undue influence |
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2 types of illegality to contract, contract is prohibited by law 1 illegal __ __ 2 illegal __ |
Subject matter Purpose |
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The subject matter of the contract itself is illegal, contract is __ |
Illegal subject matter Void |
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Agreement may be legal but the purpose of the agreement is to further an illegal activity, this intention results in a __ contract ( by the innocent party) |
Illegal purpose Voidable |
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3 types of mistake or ambiguity recognized in contact formation __&__ mistakes & __ __ contract terms |
Mutual Unilateral Ambiguous material |
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__ began as a UCC defense to prevent unfair contracts w/ oppressive terms and has evolved to b a defense for all contracts. |
Unconscionability, unfairness |
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2 types of unconscionability +1 realed 1 one party was substantially superior to the other 2 unfairness in the actual contract terms +1 __of__ |
Procedural Substantive Contract of adhesion |
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Related to unconscionability are __ of __ , contracts that are so imbalanced in favoring one party that the other party wasn't freely bargaining, no one in his right mind would agree to terms |
Contract of adhesion |
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Defense to contract formation that prevents enforcement until required conditions ( typically by state law) are satisfied |
Statute of frauds |
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1 Anticipatory repudiation 2Discharge of duty 3Damages 4Constructive ( quasi-, implied in law) contract 5 substantial performance 6 mitigation of damages 7 accord and satisfaction |
7 types of breach of contract |
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A breach before performance or a condition is due |
Anticipatory repudiation |
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3 types of discharge of duty breach of contract |
Impossibility Commercial impracticability Frustration of purpose |
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When awarding damages due to breach, the court will typically try to place parties in the position they would have been if contract was fully if performed, if that's not possible court may: restore to precontract position -__, contract may contain a __ damages clause, lastly the equitable remedy of __ __ |
Restitution Liquidated damages Specific performance |
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Fictional contract created by the court to provide equity between parties goes by different names 1 __-contract 2 __-in-__ contract 3 __ contract |
Quasi Implied in law Constructive |
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To resolve the dispute ( breach) with another agreement |
Accord and satisfaction |
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MABAS |
Mutual aid box alarm system |
