Chap_12__Contracts_white_BG

Chap_12__Contracts_white_BG - Principles of Contracts...

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Unformatted text preview: Principles of Contracts Contracts Chapter 12 Introduction to Contracts Introduction • A common law subject area • But then, there is the UCC – Model statute, enacted by states – Article 2 applies to “sales of goods” • Distinguish between contracts for sales or Distinguish goods or other types of contracts goods – Kittye Mason case General contract terms General • • • • • Express contracts Implied in law contracts (quasi contracts) Promissory estoppel Stages of contract performance Mutual assent – Bilateral and unilateral contracts • Enforceability--void, voidable and Enforceability--void, unenforceable contracts unenforceable Forming the Contract • Elements of a valid contract – Offer – Acceptance – Consideration 4 Offer • • • • Definition / Requirements When is offer made? When can offer be withdrawn? Option contracts and firm offers Option (UCC) (UCC) – See p. 354 – blue box 5 Acceptance • Offeree’s options • Mirror image rule (common law and UCC) – See p. 355 (blue box) • When has acceptance occurred? – “Mailbox rule” (common law and UCC) • Revocation of acceptance – Durfee case 6 Consideration Consideration • Definition Definition – a promise for a promise • • • Modification of contracts Liquidated and unliquidated debts Mutal consideration v. adequate Mutal consideration consideration Voluntary Consent • Duress • Undue Influence • Fraud – In the execution / In the inducement • Mistake – Unilateral – Ambiguous – Mutual 8 Capacity and Legality • Capacity – Minors’ contracts – Mental incompetency • Legality – Must be for a legal purpose – Unconscionability 9 Contracts in Writing Contracts • Statute of Frauds – p. 365 (blue box) • Parol evidence – Is contract fully or partially Is integrated? integrated? • Contract interpretation rules Third Party Beneficiaries and Assignment Contracts Assignment • Third party beneficiaries – – – When can an outside party sue to enforce a K? Intended Incidental • Assignment Contracts – – Rights Duties Performance, Discharge and Performance, Breach - 1 Breach • Performance / Discharge (4) – Parties perform or agree to discharge (1) – Conditions precedent (2) – Law allows for discharge (3) • Bankruptcy, statute of limitations • Impossibility / Commercial Impracticability – Cont’d. on next slide 12 Performance, Discharge and Performance, Breach - 2 Breach • Breach (4) – Anticipatory breach • Common law / UCC – Substantial performance / material Substantial breach breach 13 Remedies and Damages Remedies • General measure of K damages • Money damages – – – – – • • Compensatory damages Incidental Consequential Liquidated Punitive Specific Performance Rescission / Restitution ...
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This note was uploaded on 03/07/2012 for the course GEN BUS 202 taught by Professor Parks during the Fall '11 term at Boise State.

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