Restatements Of Contracts

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Rest of K § 21

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INTENTION TO BE LEGALLY BOUND

Neither real nor apparent intention that a promise be legally binding is essential to the formation of a contract (General Rule), BUT a manifestation of intention that a promise shall not affect legal relations may prevent the formation of a contract (Exception).

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Rest of K § 27

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Existence of a Contract Where Written Memorial is Contemplated

Manifestations of assent that are in themselves sufficient to conclude a contract will not be prevented from so operating by the fact that the parties also manifest an intention to prepare and adopt a written memorial thereof (General Rule); but the circumstances may show that the agreements are preliminary negotiations (Exception).

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Rest of K § 24

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Offer Defined

An offer is the manifestation of willingness to enter into a bargain, so made as to justify another person in understanding that his assent to that bargain is invited and will conclude it.

- An offer requires a sufficient number of sufficiently definite terms

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Rest of K § 26

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Preliminary Negotiations

A manifestation of willingness to enter into a bargain is not an offer if the person to whom it is address knows or has reason to know that the person making it does not intend to conclude a bargain until he has made a further manifestation of intent.

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Rest of K § 211

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STANDARD AGREEMENTS

1.) Except as stated in Subsection (3), where a party to an agreement signs or otherwise manifests assent to a writing and has reason to believe that like writings are regularly used to embody terms of agreements of the same type, he adopts the writing as an integrated agreement with respect to the terms included in the writing.

2.) Such a writing is interpreted wherever reasonable as treating alike all those similarly situated, without regard to their knowledge or understanding of the standard terms of the writing.

3.) Where the other party has reason to believe that the party manifesting such assent would not do so if he knew that the writing contained a particular term, the term is not part of the agreement.

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Rest of K § 39

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Counter-Offers

1.) A counter-offer is an offer made by an offeree to his offeror relating to the same subject matter as the original offer and proposing a substituted bargain differing from that proposed by the original offer.

2.) An offeree's power of acceptance is terminated by his making of a counter-offer, unless the offeror has manifested a contrary intention or unless the counter-offer manifests a contrary intention of the offeree. Counter-offer creates termination of power of acceptance and makes new offer.

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Rest of K § 59

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Purposed Acceptance Which Adds Qualifications

A reply to an offer which purports to accept it but is conditional on the offeror's assent to terms additional to or different from those offered is not an acceptance but is a counter-offer.

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Rest of K § 61

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Acceptance Which Requests Change of Terms

An acceptance which requests a change or addition to the terms of the offer is not thereby invalidated unless the acceptance is made to depend on an assent to the changed terms.

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Rest of K § 48

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Death or Incapacity of Offeror or Offeree

An offeree's power of acceptance is terminated when the offeree or offeror dies or is deprived of legal capacity to enter into the proposed contract.

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Rest of K § 87

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Option Contracts

1.) An offer is binding as an option contract if it:

a.) is in writing and signed by the offeror, recites a purported consideration for the making of the offer, and proposes an exchange on fair terms within a reasonable time; OR

2.) An offer which the offeror should reasonably expect to induce action or forbearance of a substantial character on the part of the offeree before acceptance and which does induce such action or forbearance is binding as an option contract to the extent necessary to avoid injustice.

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REST of K § 87(2)

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2.) An offer which the offeror should reasonably expect to induce action or forbearance of a substantial character on the part of the offeree before acceptance and which does induce such action or forbearance is binding as an option contract to the extent necessary to avoid injustice.

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Rest of K § 50

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Acceptance of Offer Defined; Acceptance by Performance; Acceptance by Promise

1.) Acceptance of an offer is a manifestation of assent to the terms thereof made by the offeree in a manner invited or required by the offeree in a manner invited or required by the offer.

2.) Acceptance by performance requires that at least part of what the offer requests be performed or tendered and includes acceptance by a performance which operates as a return promise.

3.) Acceptance by a promise requires that the offeree complete every act essential to the making of the promise.

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Rest of K § 51

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Effect of Part Performance Without Knowledge of Offer

Unless the offeror manifests a contrary intention, an offeree who learns of an offer after he has rendered part of the performance requested by the offer may accept by completing the requested performance.

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Rest of K § 81

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Consideration as Motive or Inducing Cause

1.) The fact that what is bargained for does not of itself induce the making of a promise does not prevent it from being considered for the promise.

2.) The fact that a promise does not of itself induce a performance or return promise does not prevent the performance or return promise from being consideration for the promise.

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Rest of K § 344

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Purposes of Remedies

Judicial remedies under the rule stated in this Restatement serve to protect one or more of the following interests of a promisee.

a.) his "expectation interest", which is his interest in having the benefit of his bargain by being put in as good a position as he would have been in had the contract been performed.

b.) his "reliance interest," which is his interest in being reimbursed for loss caused by reliance on the contract by being put in as good a position as he would have been had the contract not been made.

c.) his "restitution interest," which is his interest in having restored to him any benefit that he has conferred on the other party.