Restitution
A person who is unjustly enriched at the expense of another is subject to liability in restitution.
Promissory Estoppel Rule
A promise which the promisor should reasonably expect to induce action or forbearance on the part of the promisee or a third person and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise. The remedy granted for breach may be limited as justice requires.
The obligor is the party who owes an obligation (i.e., a legal duty) to the obligee.
The obligee is the party who has a legal right to receive the benefit of the legal duty owed.
mirror image rule
An offeree’s acceptance must match every term in the offer exactly; otherwise, it is a counteroffer.
gratuitous promise
a promise to do or not to do something without the expectation of anything of legal value in return.
Quasi-Contract/Implied in Law
Quasi-contract provides recovery for a plaintiff when no contract exists provided that the plaintiff conferred a benefit on the defendant, and it would be unjust for the defendant to keep the benefit given the circumstances.
Does promissory estoppel require a promise?
Yes
Pre-existing legal duty rule
Performance of a legal duty owed to a promisor which is neither doubtful nor the subject of honest dispute is not consideration. . .
ex: cops, firefighters etc
a party has not formed a bargain if they make a promise based on an event that has already occurred. A promise based on past consideration is gratuitous.
Promissory Restitution
Promissory restitution supports the enforcement of some promises based on past consideration or moral obligation. One key difference between promissory restitution and quasi-contract is that a promise is a required element of promissory restitution, whereas a promise is not required to bring a cause of action under quasi-contract.
compensates the plaintiff only for the amount that they are out of pocket—i.e., only to the extent that their economic position has deteriorated.
Modification and Changed circumstances rule
A promise modifying a duty under a contract not fully performed on either side is binding
(a) if the modification is fair and equitable in view of circumstances not anticipated by the parties when the contract was made.
Does conditional acceptance form a contract under UCC or common law?
Consideration
Restitution is NOT available if:
-a party officiously confers a benefit upon another, or
-a party has conferred a gratuitous benefit without expectation of compensation
“Restatement 90”
also known as Promissory Estoppel
modification rule
An agreement modifying a contract within this Article needs no consideration to be binding.
Knock out rule
"knocks out" expressly different terms in a document and replaces them with UCC gap fillers
legal value
detriment and benefit on both sides of the exchange
Past consideration exception
in some circumstances, courts have held that a promise based on past consideration will be enforced if there is a moral obligation to do so. This is the doctrine of promissory restitution.
Consideration
What is "A Fair and Equitable Modification in View of Changed Circumstances"
Even if the modification is without consideration, courts may enforce the obligation if it is fair and equitable to do so because of the unanticipated change in circumstances.
Elements for consideration (2)
1. bargained for exchange
2. legal value
statute of frauds
MYLEGS
Marriage
over a Year
Land-sale contract
Executor payment of Estates debt
sale of Goods $500 or more
Suretyship agreements