Words are Vehicles
What are the two types of breaches?
Material Breach (Big Bertha)
Non Material Breach (baby)
Does Silence = Fraud?
No..... girl no it does not........
What's the difference between a unilateral and a bilateral contract?
> Unilateral: A promise exchanged for performance (Promise for Performance). (SERVICE)
> Bilateral: A promise exchanged for a return promise (Promise for Promise). (GOODS)
What is it called when theres and offer and consideration, but no acceptance?
Option contract
What is it called when an offeree hears from someone else or another source, that the offeror sold what the offeree was originally offered?
Indirect Revocation.
What are the two main things that are an exception in the statute of frauds?
Promissory Estoppel and Part Performance
Doctrine of Part Performance: An oral contract has been performed to such an extent it would be inequitable not to enforce. A court may determine the statute of frauds no longer applies and award specific performance.
How can you terminate the power of acceptance? (4)
(1) Lapse of Time (specified time/reasonable time).
(2) Offeror's Revocation.
(3) Offeror's/Offeree's Death or Incapacity
(4) Offeree's Rejection/Counteroffer.
What is it called when payment is required when a unit is successively delivered?
Severable and Divisible Contracts
What is it called when someone tells you with clear and definite words that they are not going to perform their part of the contract?
> How long do you have to wait before you can sure for breach?
Anticipatory Repudiation
> You DO NOOOOTTTTTT need to wait. Once you have the clear and definite words that they won't perform on their part of the contract, you can immediately sue for breach of the contract.
What damages are allowed when you breach a contract and a tort is involved?
Punitive Damages
What is Buyer's Cover?
The buyer may recover the difference between the cost of cover (replacement goods) and the contract price, plus incidental damages (e.g., increased transportation costs).
A party seeking specific performance must establish that (3)
(1) a valid contract exists
(2) he is ready, willing, and able to perform, and
(3) that the balance of equities tips in favor of the party seeking performance.
Written or spoken statements that are not contained in the written contract is called......
The Parol Evidence Rule
Informal Extension of Employment
Once that contract comes to an end, the employer and employee may keep going under either an express contract or a contract implied by conduct. One view is that the parties can bind themselves to a term in the written agreement by making an “oral renewal” of the agreement, at least if the renewal is for a period no longer than a year.
Why are the two types of implied contracts?
What is their difference?
1.) Implied-In-Fact: A true contract that’s inferred from the circumstances.
2.) Implied-In-Law (Quasi-Contract): A duty imposed by a court to a void unjust enrichment.
What is Restitution?
The measure of recovery is a reasonable compensation for the services rendered, OR the financial contribution made by the performing party.
The value is not based on the recipient's wealth
For a writing to satisfy the general Statute of Frauds, it must do four things with reasonable certainty.
1.) It must identify the parties to the contract.
2.) It must show that those parties made a contract.
3.) It must set forth the nature of the contract, including some indication of what the parties contracted about.
4.) It must state the essential terms of the contract.
What are the difference between:
1.) Mutual and Dependant
2.) Mutual and Independant
3.) Mutual/Simultaneous
(1) Mutual and Independent: Either party may recover damages from the other for injuries, which he received by a breach of covenants in their favor;
(2) Conditions and Dependent: Performance depends on prior performance of another, and until this prior performance is preformed, the other party is not liable to an action on their covenant;
(3) Mutual/Simultaneous: Mutual conditions the be preformed at the same time… If one party was ready and offered to preform their part, and the other neglected or refused to preform his, he who was ready and has offered his fulfilled engagement, and may maintain in the default of another; it’s not obliged that either do the first act.
What are the four things that someone must be/have in order to NOT have contractual capacity?
1.) A Minor/Infant
2.) Someone who has an appointed guardian (fmcl)
3.) Mentally Incapacitated Persons
4.) Intoxicated Persons
What is Concealment and Misrepresentation in Contract Law?
> Misrepresentation is a false statement of fact made by one party that induces another to enter a contract, while concealment is the deliberate hiding of a material fact that creates a false impression.
> Concealment is a form of misrepresentation, often described as "hiding the truth" rather than "stating something untrue," and it can be grounds for the contract to be voided, leading to remedies like damages or rescission.
What is substantial performance, and what's it's remedy?
> Substantial Performance: When a builder performs most obligations in good faith, but a minor breach exists. The injured party must still pay, minus damages for the defect.
> Remedy: When the cost of replacement/completion is grossly and unfairly out of proportion to the good to be attained, the measure of damages is the difference in value of the work as performed versus as specified.
What Damages are in Contract Law?
1.) Expectation Damages: (lost profits/benefits)
2.) Liquidated Damages: A specific, predetermined amount that parties agree to within a contract as the appropriate remedy in the event of a breach, used when actual damages would be difficult to calculate.
3.) Nominal Damages: A very small amount of money awarded when a technical breach or violation has occurred, but the plaintiff cannot prove actual financial loss.
4.) Specific Performance: A court order compelling the breaching party to fulfill their contractual obligations exactly as agreed, rather than paying money damages. This is typically used when the subject matter of the contract is unique (e.g., real estate) and money would not be an adequate remedy.
5.) Foreseeability: A legal principle (established by the case Hadley v. Baxendale) that limits the recovery of consequential damages to only those losses that were foreseeable to the breaching party at the time the contract was made.
6.) Compensatory Damages: The most common type of damages, intended to cover actual losses and put the non-breaching party in the financial position they would have been in had the event not occurred.
7.) Reliance Damages: (out-of-pocket costs incurred in reliance on a promise)
8.) Avoidable Damages: (Duty to Mitigate): The principle that the non-breaching or injured party has a duty to take reasonable steps to minimize or avoid further losses after a breach or injury occurs. They cannot recover damages that could have been reasonably avoided.
9.) Punitive Damages: Additional damages awarded in cases of willful, malicious, or reckless conduct to punish the wrongdoer and deter similar future behavior. They are rarely available for simple breach of contract claims.
What is it called when a contract is automatically terminated due to an unforeseen event that makes performance impossible or radically different from what was originally agreed.
Doctrine of Frustration
What's the difference between Surteyship and Executorship?
Surteyship: Guarantees an obligation or performance in a three-party contractual relationship.
> EX: Your big brother wants to borrow a bike, but the shop owner says, "Only if someone promises to pay if you don't!" You say, "I promise!" and sign. That's suretyship.
Executorship: Manages and distributes the assets of a deceased person according to their will or state law.
> EX: Grandma passed away and left you her favorite teddy bear and some money. Your mom becomes the Executor. She has to ask the court, "Can I handle Grandma's things?" The court says, "Yes, but promise you'll be fair!" and might make her get a special bond (surety!) to guarantee she does.
What are the 6 Factors for Determining Whether a Material is Breach
(a) The extent to which the injured party will obtain the substantial benefit which he could have reasonably anticipated.
(b) The extent to which the injured party may be adequately compensated in damages for lack of complete performance.
(c) The extent to which the party failing to perform has already partly performed or prepared for performance.
(d) The greater or less hardship on the party failing to perform in terminating the contract.
(e) The willful, negligent or innocent behavior of the party failing to perform.
(f) The greater or less uncertainty that the party failing to perform will perform the remainder of the contract.