chapter 20 business law

control the pen

do the actual writing

vagueness

the parties on a contract deliberately include a provision that is unclear 

ambiguity

means that the provision is accidentally unclear

scrivener’s error

a typo

introductory paragraph

includes the date, names of the parties, and the nature of the contract and specific language indicate that the parties intend to enter into an agreement

convenant

a legal term that means a promise in a contract

material breaches

important enough to defeat an essential purpose of the contract

reasonably

ordinary or usually under the circumstances

good faith

an honest effort to meet both the spirit and letter of the contract

sole discretion

the absolute right to make any decision on that issue, so long as the decision is legal

reciprocal provisions

promises that are each enforceable independently 

conditional

a party agrees to perform promises only if the other side also does what it promised

representations and warranties

statements of fact about the past or present (true when the contract is signed)

choice of law provisions

determines which states laws will be used to interpret the contract 

choice of forum provisions

determines the state in which any litigation would take place 

rider

an amendment or addition to a contract

assignment of rights

a transfer of the benefits under a contract to another person

delegation of duties

a transfer of the obligation under a contract 

severability provision

asks the court to delete the offending clause and enforce the rest of the contract

force majeure clause

a disruptive, unexpected occurrence for which neither party is to blame and that prevents one or more parties from complying with the contract