Final Contracts

Front 1

Contract (definition)

Back 1

Promise or set of promises under which the law recongnizes a duty to perform and for breach of which the law gives the aggrieved party a remedy

Front 2

Offer

Back 2

A definite proposal by one person to another indicating a present intention to enter a contractual relationship; has to say what you will do, not what you won't do

Front 3

Objective Test to see if Offer is made

Back 3

1. Language is present commitment
2. more dfinite the terms, more likely it is one
3. communication to specific person is more likely to be seen as an offer

Front 4

Required elements for a Contract

Back 4

1. Offer
2. Acceptance
3. Consideration
4. Capacity

Front 5

Termination of Offers

Back 5

1. Lapse of time (either specified or a reasonable amount of time)
2. Revocaton (can be revoked by offerer at any time - up until acceptance)
3. Rejection (offeree can reject which will negate offer)

Front 6

UCC firm offer

Back 6

Sale of goods, offeror is a merchant, irrevocable w/o condieration, written offer signed by offeror, irrevocable for resonable time (but not more than 3 months)

Front 7

Acceptance

Back 7

1. Express
2. Implied by Action (offeree acts in way inconsistant with offeror's ownership of property - silence is not an acceptance)

Front 8

Consideration

Back 8

something of legal value, which is bargained for and given in exchange for an act or a promise. (promise important, exchange of $$ not important)

Front 9

Rules relating to consideration

Back 9

1. Courts will not inquire into adequacy of consideration
2. no consideration when party promises to do somtheing he's already obligated to do

Front 10

Rules for modification of contracts

Back 10

UCC Rule: New condieration is not required for a modificaiton; Common Law: an agreement modifying an existing contract must be supported by new consideration

Front 11

Legal Capacity and mentally impaired people

Back 11

party operating under such a mental capacity that he or she is unable to act in a resonable manner

Front 12

Defenses (3 illegal agreements)

Back 12

1. agreements violate statute
2. agreements violate public policy
3. Unconsionable agreements

Front 13

Elements of a mutual mistake

Back 13

1. Both parties made mistake as to basic assumption about vital fact about contract
2. mistke has a material effect on agreed upon exchange

Front 14

Misrepresentation

Back 14

one party has been:
Induced by justifiable reliance on the other party's misrepresentation of a material fact

Front 15

Fraud

Back 15

same as misrepresentation plus scienter (knowledge of, trying to decieve)

Front 16

When reliance on an opinion = a fact

Back 16

1. fiduciary relationship
2. relying party is unusually vulnerable
3. reliance on someone with superior skill or judgment

Front 17

No duty to disclose EXCEPT

Back 17

1. to prevent serious harm
2. fiduciary relationship
3. to prevent concealment of material fact (Real Estate)
4. some others by statute

Front 18

Duress (elements)

Back 18

(1) the contract was induced by improper threat,(2) victim had no reasonable alternative but to enter contract

Front 19

contracts covered by statute of fraud

Back 19

(must have written evedence)1. marriage
2. years (contract which cannot be performed within one year
3. land (any interest in land)
4. goods costing more than $500
5. suretyship - contract to perform financial obligations of another person

Front 20

Types of Conditions (within contract)

Back 20

conditions precedent - act or event which creates a duty of performance
express condidtion - condition which must be strictly performed before other party's obligation

Front 21

Types of Breaches

Back 21

Material - failure to give substantial performace (results in duty to perform DOES NOT arise in other party)
Minor - substantial, but not all performance is given (duty to perform by other party DOES arise)

Front 22

Excuses of performance

Back 22

1. Impossible
2. Commercial Frustration: value of contract is frustrated
3. Commercial impracticability: UCC equivilent to above

Front 23

Goal for court in breach of contract

Back 23

put plaintiff in smae position that they would have been if the contract had been performed

Front 24

Once breach is shown, plaintiff must also show (to be awarded damages)

Back 24

1. prove losses with resonable certainty
2. can only recover losses forseeable to DEFENDANT at time of contract
3. plaintiff has duty to mitigate (find another company to step in and perform)

Front 25

Types of Damages

Back 25

1. Compensatory Damages
2. Consequential damages (additional losses as result)
3. Liquidation damages

Front 26

Equitable Remedies

Back 26

get something other than money (usually when plaintiff can not mitigate)

Front 27

Injunction

Back 27

court order requiring a person to do something (or not do something)

Front 28

specific performance

Back 28

one type of equitable remedy; court orders you to perofrm duties of contract

Front 29

Recision

Back 29

contract is canceled

Front 30

Restitution

Back 30

court orders parties to give back what they got from other (fraud cases)

Front 31

Reformation

Back 31

equitable remedy used when contract mistakenly fails to conform to what parties agreed to

Front 32

You can lie and it is NOT misrepresentation or fraud if...

Back 32

not an important fact
not relying on a particular lie

Front 33

Modification of sale of good contract (according to UCC)

Back 33

no need for consideration when change is made (only good for sales of goods)