Formation of traditional and E-Contracts

These flashcards cover the key concepts, definitions, and legal principles related to the formation and enforcement of traditional and electronic contracts as discussed in the lecture.

Common law

The system of law based on judicial precedents rather than statutes.

UCC

Uniform Commercial Code; governs contracts for the sale and lease of goods.

Contract

An agreement enforceable in court formed by two or more parties.

Breach of contract

Failure to perform any term of a contract without a legitimate legal excuse.

Intent

The determination of a party's intention to create a legal obligation.

Objective Theory of Contracts

A theory that assesses a party's intent to form a contract based on outward actions and words.

Agreement

A mutual understanding between two parties consisting of an offer and acceptance.

Consideration

Something of legal value exchanged between parties in a contract.

Contractual capacity

The legal ability of parties to enter into a contract.

Legality

The requirement that the contract's purpose must be lawful.

Voluntary consent

Willing agreement to the terms of a contract, free from fraud or duress.

Offeror

The party who makes an offer in a contract.

Offeree

The party to whom an offer is made.

Bilateral contract

A contract in which both parties exchange mutual promises.

Unilateral contract

A contract where acceptance is achieved through performance of an act.

Formal contracts

Contracts that require a special form or method to be enforceable.

Informal contracts

Contracts that do not require a specific form and are based on substance.

Express contract

A contract with clearly stated terms in words, either written or oral.

Implied contract

A contract formed by conduct, rather than written or spoken words.

Executed contract

A contract where both parties have fully performed their obligations.

Executory contract

A contract that has not yet been fully performed by all parties.

Valid contract

A contract that meets all legal requirements and is enforceable.

Unenforceable contract

A valid contract that cannot be enforced due to a statute or law.

Voidable contract

A valid contract that can be legally canceled at the option of one party.

Void contract

A contract that has no legal effect and cannot be enforced by any party.

Offer

A proposal to enter into a contract that must be clear and communicated.

Acceptance

The offeree's expression of agreement to the terms of the offer.

Intent to be bound

The offeror's demonstration of serious, objective intention to create a legal obligation.

Lucy v. Zehmer

A case illustrating the application of the objective theory of contracts.

Preliminary negotiations

Communications that do not constitute a binding offer.

Invitations to bid

Requests for potential bidders, not legally binding offers.

Definiteness of terms

The requirement that contract terms must be reasonably certain.

Revocation of offer

The offeror's withdrawal of an offer before acceptance.

Counteroffer

A rejection of the original offer combined with a new offer.

Mirror image rule

Acceptance must match the terms of the offer exactly.

Mailbox rule

Acceptance becomes effective upon dispatch, not when received.

E-contract

A contract formed electronically, often with terms agreed upon online.

Acceptance of terms

A clause indicating agreement to the offer's terms, often requiring a click.

Click-On Agreements

Contracts formed by clicking 'I accept' on a webpage.

Browse-wrap terms

Terms presented during online downloads but not agreed to before use.

E-Sign Act

Federal law recognizing electronic signatures as legally binding.

Consideration in contracts

The value exchanged in a contract, essential for its enforceability.

Preexisting duty rule

A promise to do what one is already legally obligated to do is not valid consideration.

Exculpatory clauses

Contract provisions that relieve a party from liability for negligence.

Covenant not to compete

An agreement limiting an individual's ability to compete with the employer post-employment.

Undue influence

Improper persuasion that undermines a party's free will to consent.

Fraudulent misrepresentation

A false statement made with the intent to deceive another party.

Unilateral mistake

A mistake made by one party in a contract.

Mutual mistake

A mistake made by both parties about a material fact in a contract.

Duress

Conduct that coerces a party into entering a contract under threat.

Nuisance

Interference with the enjoyment of property rights.

Negligence

Failure to exercise reasonable care, leading to foreseeable injury.

Toxic torts

Civil wrongs arising from exposure to harmful substances.

Strict liability

Legal responsibility for damages regardless of fault or negligence.

Pollution control

Regulations aimed at preventing environmental contamination.

Superfund

A program for cleaning hazardous waste sites.

Environmental impact statement (EIS)

Assessment of the environmental effects of major federal actions.

The Clean Air Act

Legislation aimed at controlling air pollution.

Safe Drinking Water Act

Regulation of pollutants in public drinking water systems.

Federal Insecticide, Fungicide, and Rodenticide Act (FIFRA)

Regulates pesticide and herbicide usage.

Oil Pollution Act

Liabilities related to oil spills in navigable waters.

Statute of Frauds

A law requiring certain contracts to be in writing to be enforceable.

Partial performance

An exception to the Statute of Frauds allowing oral contracts to be enforced under specific conditions.

Covenant not to sue

An agreement to resolve disputes without resorting to legal action.

Promissory estoppel

Legal enforcement of a promise when reliance by the other party is reasonable.

Capacity

The legal ability to enter into a contract.

Disaffirmance

The right of minors to void contracts they enter into.

Intoxication in contracts

A state that may render a contract voidable if sufficient capacity is lacking.

Judicially declared incompetence

A court determination that prevents contracting on one's own behalf.

Licensing statutes

Laws requiring licenses for certain professions to protect public interest.

Contracts against public policy

Contracts that negatively impact society and are unenforceable.

Usury laws

Regulations setting maximum interest rates for loans.

Illegal contracts

Contracts that involve illegal activities and are void from the outset.

Restraint of trade

Agreements limiting competition that are unenforceable.

Business contracts

Contracts involved in commercial transactions, can be subject to regulations.

Judicial relief

Legal resolution sought through courts to address grievances.

Environmental regulations

Rules governing practices to protect the environment.

CWA

Clean Water Act; legislation aimed at regulating water pollution.

EPA

Environmental Protection Agency; responsible for enforcing environmental laws.

Penalties for noncompliance

Fines or restrictions imposed for failing to adhere to regulations.

Lapse of time

The expiration of an offer after a specified period.

Destruction of subject matter

Termination of an offer if the subject is destroyed.

Death of offeror

Termination of an offer upon the death of the offeror.

Acceptance must be unequivocal

Acceptance must clearly reflect agreement to the exact terms of the offer.

Restitution

Returning the value exchanged in a contract when it is voided.

Good faith

The intention to deal fairly in contractual agreements.

Legal duty

An obligation established by law to act or refrain from acting.

Legal remedies

Court-ordered actions to enforce rights or redress wrongs.

Contract modification

Changing the terms of an existing contract, requiring new consideration.

Restoration of rights

Returning parties to the situation they were in before a contract.

Federal government regulations

Laws created by the federal government to ensure compliance with legal standards.

Local government regulations

Laws and rules enacted by state and local authorities.

Licenses

Official permits required to engage in certain activities or professions.

Torts

Civil wrongs that cause harm or loss to individuals.

Civil liability

Responsibility for damages or injury caused to another party.

Court-defined incompetence

Judicial determination regarding a person's mental ability to contract.

Indemnification

Compensation for harm or loss, often in contractual agreements.

Concealed facts

Information that is hidden or not disclosed in a contract.

Pricing agreements

Contracts that specify the costs associated with goods or services.

Negotiation process

The method of discussing terms between parties before entering into a contract.