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30 Cards in this Set

  • Front
  • Back
Is the obligor obligated through K after they assign it away?
Yes obligor remains obligated to the K
What is Novation?
one party is substituted for another party by agreement. The subject matter remains the same but there are new parties
Only way a party can be off the hook for a K
What is the doctrine of substantial performance?
Under common law, there is no perfection. As long as substantial performance is completed, one must abide by K
what can one sue under the UCC for non perfection in an agreement?
One can sue if time/performance/quantity is not perfect. (measured by industry standard)
What will courts decide if performance is measurable by a standard?
Personal satisfaction is not valid
Can someone reject something based on personsal satisfaction?
No as long as it is good faith it cannot be rejected
Under UCC & common law, what is the doctrine of anticipatory repudiation?
someone tells you in advance that they are not going to perform
How must one treat an anticipatory repudiation?
Must be treated as a breach immediately. Must seek substitution, sue, etc.
what can the breacher do if the party does not take immediate action against the breach?
the breaching party can revive the K
What is the doctrine of commercial impracticality?
The promisor has the burden of the promise. BUT if the economic burden is increased by 5 to 10 times than originally contemplated, the party may be set free from the K
How are actual/compensatory damages measured?
damages are based on K price. the purpose it to put the non breaching party in same economic position as if there had been no breach.
What two things must the innocent party do in a actual/compensatory damages case?
innocent party must mitigate damages and must have reasonable damages
Under actual/compensatory damages what are incidental damages?
costs of acquiring substitute performance (storage,transportation, etc)
Under actual/compensatory damages what are legal & nominal damages?
if no damages are incurred one can sue for $1 under anger
Under actual/compensatory damages what are consequential damages?
based on breach (NOT K PRICE)
what are the 3 steps in the test of consequential damages?
Wrong doer must be aware of further risk
Must know that breach has its consequences
what are 3 things negotiated in a K?
-consequential damages
-anti assignment clause
-arbitration clause: whether or not arbitration will be used if breach occurs
when are punitive damages awarded?
only in fraud. NOT recognized under K law
what is the liquid damages clause?
agreement of per day accumulation of money
List the details of liquid damages?
-there can be a set amount or fixed amount(cap)
-common with airlines w/ lost luggage
Can someone be foreced to follow a K?
Generally one cannot be forced to follow a K whether it be a sale of goods or a service but can be sued
When can someone be forced into following the K?
when the item being sold is unique or NEARLY unique

Can a buyer be forced into buying in a K?
No because a seller can always find another buyer
What is provenance?
it is the history of an item. found usually when an item belongs to a celebrity - these are unique or nearly unique
what is an injunction?
Prohibits someone from working for someone else for a period of time. Only applies for celevrity like status and not ordinary people.
What is reformation?
equitable remedy when there is a gross clerical error
Under common law, what is the election of remedies?
under COMMON LAW some one has to pick 1 specific remedy
i.e. specific performance but no money
what is the election of remedies under the UCC?
can have more than one remedy
Describe difference b/w real and personal property
Real property is land & everything permanently attached to it.
Personal property is everything that is not real property
List some tangible personal property
can be touched or moved
(computers, cars, etc)