Contracts Outline

28401 WordsOct 14, 2008114 Pages
Nd Contracts Outline Professor Murray 1. Contract Remedies (Chapter One) What is a contract?- promise or set of promises, for breach of which the law gives a remedy or the performance of which the law recognizes as a duty. Types of contracts- a. express: formed by language, oral or written b. implied: formed by manifestations of assent other than oral or written language; by conduct. c. quasi: not contracts at all, construed by courts to avoid unjust enrichment, by permitting plaintiff to bring an action in restitution to recover the amount of the benefit conferred on defendant. Critical Elements of a Contract: a. promise- undertaking or commitment that something shall or shall not be done b. exchange-something the law…show more content…
intention to be legally bound AND 2. courts have sufficient basis to afford remedy UCC will use ‘gap fillers’ o §2-305- can insert price o §2-308- absence of delivery time o §2-307- shipment terms ANATOMY-OFFER & ACCEPTANCE A. Preliminary Negotiations v. Offers A contract includes not only what the parties said but also what is necessarily to be implied from what they said. Any conduct of one party, from which the other may reasonably draw the inference of a promise, is effective in law as such. RULE: When deciding if an offer has been made you look at: 1. Language used (words of promise, undertaking, or commitment) 2. Determination of the party(ies) to whom the purported offer has been addressed (less like an offer with indefinite group). 3. The definiteness of the proposal itself RULE: If a proposal is nothing more than an invitation to the person to whom it is made to make an offer to the proposer, it is not such an offer as can be turned into an agreement by acceptance; it is merely an invitation to trade. 1. They ask for offers which the proposer has a right to accept or reject as he pleases. ADVERTISMENTS Generally ads are not offers but merely an invitation to offers RULE: Advertisements are usually not an offer but it can be when two elements are satisfied… a. A definite offeree b.
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