BLAW372class9fall20.pptx - Business Law 372 Prof Katherine...

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Business Law 372 Prof. Katherine Klug Fall 2020 Class 9
Discussion CH. 18: PERFORMANCE AND DISCHARGE CH. 19: BREACH OF CONTRACT AND REMEDIES
CH. 18: PERFORMANCE AND DISCHARGE WHAT IS THE MOST COMMON WAY TO DISCHARGE OR TERMINATE A CONTRACTUAL DUTY? Sometimes occurrences/events affect the parties’ performance or ability to perform the K Duty to perform under K is not absolute Conditions When does duty end?
Conditions Absolute promises v. Conditions There are 3 types of conditions that can be present in contracts: Conditions precedent Conditions subsequent Concurrent conditions Conditions can also be categorized as EXPRESS OR IMPLIED
EXPRESS AND IMPLIED CONDITIONS What are express conditions? What are implied conditions? How do the courts find if there are implied conditions?
Discharge by Performance The majority of contracts are discharged when everyone performs Performance can also be accomplished by TENDER What is tender? (not TINDER) Two Types COMPLETE PERFORMANCE SUBSTANTIAL PERFORMANCE
Complete Performance When a party’s performance is perfect, it is said to be complete STRICT PERFORMANCE Any deviation breaches the contract and discharges the other party’s obligation to perform Construction contracts
Substantial performance A party who in good faith has performed substantially all of the terms of a contract can enforce the contract against the other party under this doctrine Three Requirements The party must have performed in good faith The performance must not vary greatly from the performance promised The performance must create substantially the same benefits as those promised
Effect on duty to perform If one party’s performance is substantial, the other party’s duty to perform remains absolute. The parties must continue performing under the contract – so if substantial, then entitled to pay If performance is not substantial, there is a material breach and the nonbreaching party is excused from further performance
Measure of Damages Substantial performance is not perfect performance, so the other party is entitled to damages to compensate for the failure to comply with the K

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