Contracts LLM
Kar
Fall 2015
Key points about K
Three elements in final exam:
Ø Topic
Ø Fact
Ø Logic
C1#Orientation
Black-letter law
Simple statement of the legal rules.
—
Wikipedia: In common law legal systems, black letter laws are the well-established technical legal rules that are no longer subject to reasonable dispute.
Identifying what the law is from the sources
Considering the authority – primary or secondary.
Argue creatively into the rule of the case using the sources from the law.
Approach to problems
I(Analysis any potential issue exits.)-R-A-C
Policy & Propose
Policy and propose inside law.
Professionalism
C3 # Definition of contract
Restatement
§ 1
Contract Defined
A contract is a promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty.
§ 2 promise
Promise; Promisor; Promisee; Beneficiary
(1) A promise is a manifestation of intention to act or refrain from acting in a specified way, so made as to justify a promisee in understanding that a commitment has been made.
(2) The person manifesting the intention is the promisor.
(3) The person to whom the manifestation is addressed is the promisee.
(4) Where performance will benefit a person other than the promisee, that person is a beneficiary.
§ 17
Requirement of a Bargain
(1) Except as stated in Subsection (2), the formation of a contract requires a bargain in which there is a manifestation of mutual assent to the exchange and a consideration.
(2) Whether or not there is a bargain a contract may be formed under special rules applicable to formal contracts or under the rules stated in §§ 82- 94.
First Beast: Breach Contract
Qs: Is it breach a contract?
I: Was a contract formed?
Rule：
1. Mutual assent +
2. Consideration
Mutual assent
1. Objective Theory
A. Explanation
In order to determine whether mutual assent has been reached: they ask whether a reasonable person in the position of the parties would have taken the parties to have expressed mutual assent to a bargain, not whether the parties subjectively assented
B. Reason: trust in contract.
C. Policy for the Objective Test
a) Often best evidence of subject will
b) Reliance interest.
c) Empowerment interest.
Case: Ray v. William G. Eurice & Bros., Inc. (P33)
Objective Test
Issue：Was a contract formed?
Rule：Formation of contract: manifestation of mutual assent
Application：Two parties have different subject understanding of term.
Conclusion：Trail- no
Appeal- yes
2. Basic approach to offer + acce
powerful?
a) general rule and narrow rule
b) consideration&conditional gift
c) Expectation damage instead of reliance damage
2. Remedy: Expectation damage
3. Consideration Test?
Old test
1) A return promise or performance by a promisee.
2) bargained for
a. benefit to original promisor or,
b. detriment to original promisee.(any waiver of legal right is a detriment)
Modern Test
1) A return promise or performance by a promisee.
2) bargain for
a, equally sought by original promisor in exchange for original promise, and
b, given by the promisee in exchange for that original promise
Narrow Rule:
1) past consideration is not consideration;——no empowering to induce people in the future; alao no return promise.
2) false statement of consideration is not consideration;——not seek by parties
absent some real consideration (i.e., some real return promise or performance that was bargained for) that can be identified in the facts, this statement is nothing more than a formalistic and false statement of consideration.
3) no consideration requirement for fairness (or mutuality)
4) conditional gift is no consideration——no induce by promissory
5) whether evidence show that the promissory actively sought to induce promisee to do something
