Offer + Acceptance + Consideration Capacity

Offer + Acceptance is Agreement = meeting of minds Legality

CH15

Mistake

Mistake of fact allows a contract to be canceled

Unilateral mistakes cant be canceled unless

o If other party to the contact knows or should of known

Bilateral (mutual) mistakes can be rescinded by either party

o Case 15.1

Mistake of Value

Fraudulent Misrepresentation

Contract is voidable by victim can get out of contract but have to prove 4 elements

o Misrepresnetaiton of material fact = mold dmg but you cover it

o Intent to deceive

o Reliance on misrepresenaiton

o Injury to the innocent party

Misrepresentatio by conduct = hiding the mold w/ paint

Stmt of Fact v Stmt of Opinion

o Opinions are not actionable..

Misrepr of Law: doesnt entitle party to relief

o U open up restaurant, someone sells you beer, u cant sell beer, you arent entitled

to get $$ back
 Misrepr of silence: can be an issue if you hide the facts

o Case 15.2 fazio v cypress

Intent to Deceive

Scienter (guilty knowledge) = intent to deceive

o odometer is fine

Reliance on Misrepr (case 15.3)

Injury to the innocent party

o Mold in basement, had to hire all the experts, humidifiers, etc.. you can get $ back

Undue Influence

Contract lacks voluntary consent, is voidable

o i.e: go into retirement home, convince unstable elderly to give you valuable ring

for $2

Duress

o Gun to head fear or threat makes contract voidable

o Blackmail = threat

o Econmic duress = generally not sufficient to consistute duress, unless the party

who created the need requires the money

Own a concert. No water around, sell water for $1000

Adhesion Contracts and Unconscionability

Unconscionability and the courts

 o Under UCC, unconscion only applies to sale of goods

o Unless it is unfair and aggressive: read this 50pg agrmt in a minute

Statute of :
Marriage
Year
Land
Exector/Collateral or secondary K
Goods

Contracts That Require a Writing

The One-Year rule

o Contract that cannot , by its own terms, be performed within 1 yr

Collateral Promises

o Primary doesnt need to be in writing, Secondary promises do

o A buys laptop B for $200. Under 500 so now written contract. C takes on debt for

A. C and A must have a written contract

Contracts for Sale of Goods

o UCC requires writing for sale of goods $500 +

o Must be signed by party against whom enforcement is sought

Doesnt have to be your signature you can direct someone to sign for you it still binds

you
CH18

Party may be discharged from valid contract by:

1. Condition

Possible future event, the occurrence or nonoccurrence

Precedent

o Conditinon must be fulfilled beore party performance required

Subsequent

o Youve been hired, u can work for me, only if u pass the bar later

Concurrent

o Conditon required at the same time

Express and Implied

o Express

Complete Performance = exactly what youre supposed to do, perfect

Substantial performance = almost all of it good faith

o Defect has to be unimportant (whiteboard aligning)

o Party gets value of it go around the room of whiteboards, $3 per inch

3. Discharge by Agreement

o Discharge by Novation

o Substitute new person

Discharge by Operation Law

o Impossiblity of Performance
CH19

Most common Remedies

o Damanges

o Resicison

o And more

Damanges

o Compensatory Dmgs would you lost is what you get

Sale of goods: Contract price and market price..

Sale of Land: breach, make u sell the land

Know chart -m measurement of dmanges exbiti 19-1 whos breaching and when

Punitnie dmgs punish you. Pay a lot of money usually not availale for breach of

contract tort involved

Mitigation of Damages

Dont sit around and continue to get hurt

Restituion

Return the money

Equitable Remedies

Quasi Contract

Quasi is unjust enrichment

Waiver of Breach

If they screw up you odnt have to sue

If you agree to waive the lease you CANNOT sue

Contract Provisons Limiting Remedies

Eculapotry Limitataiton of Liability clauses =

Well tlak about UCC later

Damages would be compensatory think of them as what is the loss of the bargin?

Consequential dmgs .. indredct foresable dmgs

Punitive dmgs ONLY available if these also a tort

Nominal recognized wrong doing

Recision = undue, restition = return goods, funds

Spec performance = perf on act promised

Reformaiton = rewriting contract to show true intention

Quasi = injust enrichment