Contracts Midterm sep 3

Whats section 20 of restatement say about mutual assent

There is no manifestation of mutual assent if the parties attach materially different meaning to their manifestations and neither party knows or has reason to know the meaning attached by the other, or each party knows or each party has reason to know the meaning attached by the other

Assent

Agree or give approval.

An advance in a contract

An early payment made by one party before any goods, services, or work are fully delivered.

What is needed to establish mutual assent for a contract

For a contract it’s not what is inside their head but the words and actions and what they would be reasonably understood as. Reasonable and objective manifestation of intent. Offer. Acceptance. Agreement on the same bargain.

Cheever, on what makes a contract enforceable

If you don't know what it would take to breach an agreement, you haven't made an enforceable contract.

The two intoxication defenses (Restatement (Second) sec. 16)

Severe impairment: the person is too impaired to understand the transaction or act reasonably. Counterparty knowledge: the other party has reason to know about the severe impairment.

Is an advertisement an offer

Turns on whether a reasonable person in the offeree's position would understand the ad as intended to be an offer. Generally it is unreasonable to treat an ad as an offer binding the advertiser. 1 Corbin on Contracts secs. 25, 28. See Mesaros.

Elements of an offer

The manifestation of willingness to enter into a bargain, in a way that justifies another person in understanding that their assent to that bargain is invited, and will conclude it.

Tests for whether an unexpected object breaches merchantability

Foreign or natural test: asks whether the object in the food is natural to the ingredients. If it is natural, the product may still be merchantable. Reasonable expectation test: asks what a reasonable consumer should have anticipated finding in the food item. This is the more widely adopted modern standard.

Specific performance

A court order requiring a party to fulfill their exact duties under a contract instead of just paying money for breaking it.

Definiteness of the offer

A valid contract requires an offer so definite that the promises and performances to be rendered by each party are reasonably certain. 1 Williston on Contracts secs. 38 to 48

What is a bargain

A bargain is an agreement to exchange promises or to exchange a promise for a performance or to exchange performances.

What section 22 of restatement say about manifestation of mutual assent to an exchange

Ordinarily takes the form of an offer by one party and acceptance by the other, it may be made even though neither offer nor acceptance can be identified and even though the moment of formation cannot be determined.

What section 36 of restatement say about termination of offers

An offeree's power of acceptance may be terminated by rejection or counteroffer by the offeree, lapse of time, revocation by the offeror, or death or incapacity of the offeror or offeree. An offeree's power of acceptance is terminated by the nonoccurrence of any condition of acceptance under the terms of the offer.

What is expectation damages

Money paid to put them in the financial position they expected to be in if the contract had been fully completed.

If we agree on a deal to buy your car, and you give me money and im like okay here is the car in 5 years… why does or doesn’t this work

When looking at contracts it is important to look at what probably was meant by the contract. Clearly even though it isn’t explicitly said in the contract, it is reasonable to see this isn’t good.

What is a unilateral contract

A one sided legal agreement where only one party makes a promise, and that promise only becomes binding if another party completes a specific action.

May an offer for a unilateral contract be revoked if the offeror knows of the offeree’s imminent intention to accept? (Petterson case)

Yes, assuming there is no partial performance a unilateral contract can be revoked. It is elementary that any offer to enter into a unilateral contract may be withdrawn before the act requested to be done has been performed. Wilston on contract section 60.

What is partial performance

Is the completion of some, but not all, of the obligations required by a contract, it is often determined by the court. Once the offeree has entered into partial performance on the contract, the offeror cannot revoke the contract.

Guidelines behind accepting an offer? What about with a counter or contingency on top of it? (Ardente case)

The offeree must communicate his acceptance before any contractual obligation. Mental intent to accept the offer is not sufficient. Bullock v. Harwick. The acceptance may not impose additional conditions on the offer nor may add limitations, this is a counteroffer.

What does it say in restatement 45?

Where an offer invites an offeree to accept by rendering a performance and does not invite a promissory acceptance, an option contract is created when the offeree begins the invited performance.