Terms within the agreement will result in no contract
A contract that is disingenuous or involuntarily consented
Executed: A contract that has been completely performed by both parties.
Executory: A contract that has not yet been fully performed
A contract that is a verbal agreement. Can be hard to enforce if no record exists.
a promise, performance, or forbearance bargained by a promisor in exchange for their promise.
Ends the power of the offeror to perform. Can only occur before the offeree has accepted it.
An agreement between two parties to facilitate a potential transaction involving and asset at a preset price and date.
Both a rejection of an initial offer to enter a contract in addition to a new offer that changes the terms of the original offer.
The default rule under contract law for determining the time at which an offer is accepted. Ex. If an offeror specifies that the offeree must accept via fax, any acceptance other than fax will be invalid.
Lack the capacity to make a contract. A minor who signs a contract can either honor or void a contract. However, a minor cannot void a contract for necessities like food, clothing, and lodging.
A contract in which the parties' performances are divided into matching pairs of duties to perform that the parties consider equal.
Refers to the doctrine that a party may recover on the basis of a promise made when the party's reliance on that promise was reasonable, and the party attempting to recover detrimentally relied on the promise.
Refers to the agreement (accord) between two contracting parties to accept alternate performance to discharge a pre-existing duty between them and the subsequent performance (satisfaction) of that agreement. Ex. A builder is contracted to build a homeowner a garage for 35k. The contract called for 17.5k down payment, disburse 10k and various stages of construction, and to make a final payment of 7.5k.
Bilateral mistakes can involve the contracts terms or the ability to perform them. Bilateral mistakes are often voidable in court.
A unilateral mistake means that just one party is misinformed as to the terms or meaning of the contract. Contract can still be enforceable unless the party knew or should have known about the mistake; the mistake was made due to a math error and was without gross negligence.
Puts the free will of one of the parties entering the contract into question, and therefore leads to the contract being unenforceable and voidable by the victim party.
Defendant forced the plaintiff to commit a crime that is against their wishes.
The sale of the business assets from the current owner to a buyer.
A contract that is an agreement between two or more parties that outlines the specific actions that each party will take in order to achieve a common goal.
Assignment is the transfer by one party of their right to receive performance from the other party to the contract.
Delegation is the transfer by one party of her duties to perform under a contract.
Concept that allows an insurance company which has paid for a loss to "step into the shoes" of the insured and sue a party responsible for the loss.
3rd Party/Beneficiary: A person who has the right to sue on a contract, despite not having originally been a party to the contract and/or a signer of the contract.
Intended: Someone who was 1. identified in the contract and 2. receives performance directly from the promisor or circumstances demonstrate that the promisee will give the beneficiary the benefit from the contract.
Incidental (Unintended): A person or legal entity that is not party to a contract and becomes an unintended third party beneficiary to the contract. Ex. Your mom gets a monetary gift intended for your mom from your grandma and your mom then gives you some of the money.
Requires certain contracts to be in writing or that there be written evidence of the contract's terms. It is used to prevent fraud and other injury.
A writing or memorandum will be sufficient as long as it indicates that the parties intended to form a contract and as long as it is signed by the party against whom enforcement is sought.
Covers the loss of the nonbreaching party incurred as a result of the breach of contract.
Any loss incurred by the breach of contract because of special circumstances or conditions that are not ordinarily predictable.
A legal defense usually seen in tort or contract law. The idea that an injured part cannot recover unreasonable expenses related to their injury when they could have avoided such expenses with reasonable effort.
One party under a contract can still recover for damages if they substantially performed their duties under the contract even though that individual failed to comply with the contract in some way.
Occurs when one party receives significantly less benefit or a significantly different result than what was specified in a contract.
Anticipatory Repudiation: An assertion or action by a party indicating that he or she will not perform an obligation that the party is contractually obligated to perform at a future time.
A contract remedy that restores the parties to the same position they would have been in if no breach of contract had occurred.
Monetary damages, Specific Performance, and Rescission, Injunction, Rectification, Equitable Estoppel, Subrogation
Occurs when one party refuses to honor a contract with another party.
A contract under which the seller transfers or agrees to transfer the property in goods to the buyer for a money consideration called the price.
An offer which states it may not be withdrawn, revoked or amended for a specific period of time.
Refers to a contract related to purchase of goods. A party may contract with another to deliver specific goods for a specific period of time.
If an acceptance is mailed before a rejection, a valid contract is made.
Rejection normally means the offeree does not accept the offer.
Requirement contract: The customer is obligated to purchase its entire requirement of goods exclusively from the supplier.
Output contract: The customer is obligated to purchase the supplier's entire output of the goods.
A warranty in contract law is a promise or guarantee from one party to another that the facts are true and reliable.
Types of Warranties:
1. Express
Implied (3 Subcategories):
2. Implied warranty of merchantability
3. Implied warranty of fitness for a particular purpose
4. Implied warranty of title
Clauses that release a party from liability in the event of monetary or physical injury no matter who is at fault.
The process by which a contract is canceled or terminated.
Parties must make another agreement that also satisfies the legal requirements. (Mutual)
Alteration of the Contract
Statues of Limitations
Bankruptcy
Impossibility of Performance
Goods that conform exactly to the description of the goods in the contract.
The right of the seller or lessor to repair, adjust, or replace defective or nonconforming goods.
An expression of opinion by a seller or lessor that is not made as a representation of fact.
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