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66 Cards in this Set
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Contract |
A promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty |
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Requirements for a valid contract |
Agreement Consideration Contractual Capacity Legality |
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Bilateral Contract |
A promise for a promise i.e agreeing to buy something in the future |
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Unilateral Contract |
A promise for an act. Legally binding at the conclusion of act |
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Formal Contracts |
Contracts that require a special form or method of creation |
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Negotiable instruments |
Checks, drafts, promissory notes, bills of exchange, and certificates of deposit |
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Letters of credit |
Used in international Sales Contracts. Agreements to pay contingent on the purchaser's receipt of invoices and bills of lading |
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Informal Contracts |
All other forms of contracts |
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Express Contract |
Terms of contract are fully and explicitly stated |
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Implied Contract |
Conduct of parties creates and defines the terms of the contract |
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Requirements for Implied Contracts |
Plaintiff furnished some service or property Plaintiff expected to be paid or the defendant knew or should have known that payment was expected The defendant had a chance to reject the services or property and did not |
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Executed contract |
Contract that has been fully performed by both sides |
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Executory Contract |
One party has fully performed, but another has not |
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Valid Contract |
A contract that has the necessary contractual elements: Agreement, consideration, legal capacity of the parties, and legal purpose |
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Voidable Contract |
A party has the option of avoiding or enforcing the contractual obligation |
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Unenforceable Contract |
A contract exists, but it cannot be enforced because of a legal defense |
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Void Contract |
No contract exists, or there is a contract without legal obligations |
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Revocation |
Offeror's act of withdrawing |
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Option Contract |
Hold an offer open for a set amount of time |
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Mirror Image Rule |
Requires offeree's acceptance to match offerer's exactly |
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Forum-selection clause |
Forum in which contract disputes will be resolved |
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Record |
Information that is inscribed on a tangible medium |
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Forbearance |
The refraining from an action that one has a legal right to undertake |
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Rescission |
The unmaking of a contract so as to return the parties to the positions they occupied before the contract was made |
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Disaffirmance |
Legal avoidance or setting aside of a contractual obligation |
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Usury |
Making a loan at an interest rate above the lawful maximum |
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Reformation |
Rewriting the terms of a contract |
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Exculpatory clauses |
Releases a party from liability in the event of monetary or physical injury no matter who is at fault |
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Unconscionable |
Contracts that are so grossly unfair as to be void of conscience |
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Statue of Frauds |
Stipulates what types of contracts must be in writing Land Cannot be performed within 1 year Collateral Contracts Marriage Goods priced at $500 + |
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Privity of contract |
Only the parties involved in the contract have rights and liabilities under the contract |
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Assignment |
Transfer of contractual rights to a third party |
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Delegation |
Transfer of contractual duties to a third party |
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Unilateral mistake |
Mistake made by only one of the parties |
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Bilateral mistake |
Mutual misunderstanding concerning a basic assumption on which the contract was made |
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Unilateral mistakes enforceable unless |
Other party knew or should have known that mistake was made Mistake was due to substantial mathematical error |
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Condition |
Qualification in a contract based on a possible future event |
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Tender |
Unconditional offer to perform by a person who is ready, willing, and able to do so. |
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Different types of performance |
Complete Performance-Party performs exactly as agreed Substantial Performance- Performs substantially all of the terms of the contract 1. Party must have performed in good faith 2. Performance must not vary greatly from promised performance 3. Performance must create substantially the same benefits |
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Aniticipatory repudiation |
One of the parties may refuse to carry out his or her contractual obligations before duty to perform |
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Novation |
Both parties agree to substitute a third party for one of the original parties |
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Damages that may be recovered for breach of contract |
Compensatory-To cover direct losses and costs Consequential-To cover indirect and foreseeable losses Punitive- To punish and deter wrongdoing Nominal-To recognize wrongdoing when no monetary loss is shown |
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Equitable remedies for a breach of contract |
Damages Recission & Restitution Specific Performance Reformation |
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What is the Uniform Commercial Code |
State statutory law governing sales and lease transactions. Streamlines commercial transactions |
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What is a sale under Article 2 of the UCC |
Sales of contracts for the sale of Goods |
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What is a good under UCC |
Tangible and Movable |
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Who is merchant under UCC |
1. Person who deals in goods of the kind 2. Holds themselves as having knowledge and skill for transaction 3. Person who employs a merchant as a broker |
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Output Contract |
Seller agrees to sell and the buyer agrees to buy all or up to a stated amount of what the seller produces |
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Requirements Contract |
Buyer agrees to purchase and the seller agrees to sell all or up to a stated amount of what the buyer requires |
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Firm Offer |
a merchant offeror gives assurances that the offer will remain open. If no period is stated, period is no longer than 3 months. |
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bailment |
Temporary delivery of personal property |
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Remedies for Seller |
Right to cancel the contract Right to withhold delivery Right to resell or dispose of the goods Right to recover the purchase price or lease payments due Right to recover damages |
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What is an intentional tort |
A wrongful act knowingly committed Assault Battery False Imprisonment Intention Infliction of Emotional Distress Defamation of character |
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Elements necessary to bring a claim for wrongful interference with a contractual relationship |
1. A valid, enforceable contract must exist between two parties 2. A third party mus know this contract exists 3. The third party must intentionally induce a party to the contract to breach the contract |
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Elements of Negligence |
1. Duty 2. Breach 3. Causation 4. Damages |
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Cover |
Buying or leasing substitute goods for those that were due under the contract |
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Strict Liability |
Liability without fault |
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Product Liability |
When product defects cause injury or property damage to consumers |
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Patent |
Grant from the government that gives an inventory exclusive right to make, use , or sell invention for twenty years. Designs are only given for a 14 year period |
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Copyright |
Protects author from Reproduction of work, development of derived workds, distribution of their work, public display of their work. Life of author + 70 years. 95 years for publication and 120 years from creation. |
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Trips Agreement |
Established the international protection of intellectual property rights. Protects from foreign discrimination. |
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Replevin |
An action to recover specific goods in the hands of a party who is wrongfully withholding them from the other party |
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Comity |
A deference by which one nation gives effect to the laws and judicial decrees of another nation |
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Attachment |
Court ordered seizure and taking into custody of property prior to the securing of a judgement for a past-due debt |
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Condition Precedent |
A condition in a contract that must be met before a party's promise becomes absolute |
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Conversion |
A wrongful taking, using, or retaining possession of personal property that belongs to another |
