blaw 1310 week 11 terms of contract, remedies, sale of goods, dishcarge

expectation losses

the innocent party is put in the position they would be in had the contract been properly performed

reliance damages

the innocent party recovers expenses incurred in anticipation of the other side performing their contractual obligations

resitution

the innocent party recovers the price paid for the other side’s services (i.e. a refund)

rescission

the parties are put in the position they were pre contract

specific performance

a court order that forces the breaching party to fulfill the contrat

mitigation

victims must make an effort to keep their losses as low as possible

conditions

a serious or fundamental part of a contract

warranties

minor parts of the contract

innominate terms

terms that become a condition or warranty based on the severity of the contract breach

guidelines for determining conditions and warranties

1. does the contract explicitly call something a contidition or warrant?

2. is the term a condition built into it by statute?

3. is there a court precident on a similar matter?

4. interpret the contract using contractual interpretation principles

non-exhaustive ways to end a contract

• substantial performance

• breach of contract

• anticipatory breach

• mutual agreement

• frustration

substantial performance

if the contiditions of the contract are completed, evne if warrsnties are outstasnding, then the contract has been completedl. any warranties breached can still have claims for damages

breach of performance

a contract is breached when there is: improper or incomplete performance, refusal to perform, refusal to accept performance.

when a condition is breached, a party has the option of ending the contract and pursuing damages

anticipatory breach

one party indicates they do not intend to follow through witht heir contractual obligations. the victim does not need to wait for the breach to happen. they’re allowed to choose to end their performance of the contract and sue for breach of contract

conditions precedent

the contract is binding only if some pre-existing condition is met (such as a home buyer getting a mortgage)

conditions subsequent

the contract ends when some event or condition takes place (such as expiry of a fixed term on a commercial lease)

mutual agreement

a new contract can be formed to end an old contract, or to aler certain terms (such as method of performance or changing an employement contract’s terms)

discharge by bankruptcy

bankrupts (people that are unable to pay debt and receive the formal legal status of bankrupt) can be released from their contractual legal obligations to pay debt wnen a court orders it

frustration

an event that discharges both parties form future performance under the contract. it can only happen after a contract has been formed. the contract must be unexpected and totally different than what the parties intended

sale of goods act

the act implies conditions or warranties into all contracts for goods and it determines who bears risk

sale of goods act implied terms

1. the seller has title to goods

2. goods sold by description will match the description

3. goods will be fit for the intended purpose

4. goods will be of “merchantable quality”

5. the goods will be reasonably durable

duty to act in good faith

parties to a contract must act honestly and in good faith in performance of it. in other words, they cannot actively try to defeat the purpose of the contract

force majeure

“act of god” clauses, specifically what will happen in a contract in the event of an outside circumstance like a pandemic or war

business and practices and consumer protection act

many consumer-facing contracts have special restrictions or implied terms depending on context.

special consumer contracts covered include:

• gym memberships

• payday loans

• online purchases

• event tickets