Chapter 18 Contract Performance-Discharge

Discharge

The termination of an obligation to perform.

Performance

The fulfillment of one's duties arising under a contract.

Condition

A possible future event, the occurrence or nonoccurrence of which will trigger the performance of a legal obligation or terminate an existing obligation under a contract.

Condition precedent

A condition in a contract that must be met before a party's promise becomes absolute.

Condition subsequent

A condition in a contract that operates to terminate a party's absolute promise to perform.

Condition precedent

A condition in a contract that must be met before a party’s promise becomes absolute

Condition subsequent

A condition in a contract that operates to terminate a party’s absolute promise to perform.

Concurrent conditions

Conditions in a contract that must occur or be performed at the same time; they are mutually dependent.

Express Condition

Conditions provided for by the parties' agreement, usually prefaced by words such as "if," "provided," "after," or "when"

Implied conditions

Are understood to be part of the agreement, but they are not found in the express language of the agreement.

Tender

An unconditional offer to perform an obligation by a person who is ready, willing, and able to do so.

Complete performance

When a party performs exactly as agreed.

Substantial performance

A party who in good faith performs substantially all of the terms of a contract can enforce the contract against the other party under the doctrine of substantial performance.

Breach of contract

The failure, without legal excuse, of a promisor to perform the obligations of a contract.

Anticipatory repudiation

An assertion or action by a party indicating that they will not perform an obligation that they are contractually obligated to perform at a future time.

Mutual rescission

An agreement between the parties to cancel their contract, releasing the parties from further obligations under the contract.

Novation

The substitution, by agreement, of a new contract for an old one, with the rights under the old one being terminated.

Accord

A contract to perform some act to satisfy an existing contractual duty that is not yet discharged.

Satisfaction

The performance of the accord agreement.

Discharge in bankruptcy

The release of a debtor from all debts that are provable, except those specifically excepted from discharge by statute.

Impossibility of performance

A doctrine under which a party to a contract is relieved of their duty to perform when performance becomes impossible or totally impracticable (through no fault of either party).

Commercial impracticability

A doctrine under which a seller may be excused from performing when a contingency occurs that makes performance significantly more difficult or costly.

Frustration of purpose

A court-created doctrine under which a party to a contract will be relieved of their duty to perform when the objective purpose for performance no longer exists (due to reasons beyond that party’s control).