Contracts

Restatement Defintion of a contract?

“a promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty”

Executory contract

contract where one of the parties has not yet fully performed

Assumpsit

defendant has assumed the duty

Are contracts governed by statutory or federal law?

State

writ definition

a form of action/written command

specific performance

when the court orders execution of an act. Rare its used. given when relief is inadequate or impossible (real property)

What are transactions are subject to UCC Article 2

Goods that are tangible and movable

In a hybrid transaction, how is UCC or CL determined?

The predominant purpose of a transaction dictates its ruling law

What is a merchant under UCC-2-104?

A merchant is someone who deals in the goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill peculiar to the practices or goods involved in the transaction

Objective assent test

whether a reasonable person in the same context would have taken the words/actions to mean an agreement

Restatement definition of Offer

an offer is a manifestation of willingness to enter a bargain so made as to justify another person in understanding that his assent to this bargain is invited and will conclude it. (reasonably understood that once offeree agrees its locked)

When are advertisements not solicitations

when they would lead a reasonable prospective buyer to understand that an offer was intended by being clear, definite, and explicit and leaving nothing to negotiation

UCC-204 Misc

A contract may be made in any manner sufficient to show agreement, including conduct by both parties that recognizes existence of such a contract

An agreement to constitute a contract for sale may be found even though the moment of making is unclear

If parties have intended to make a contract and there is a reasonable basis for giving remedy then a contract does not fail for indefiniteness.