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Contracts
University of Kansas School of Law
Drahozal, Christopher R.

Contract: a legally enforceable agreement
·          written v. oral: writing is not always necessary, sometimes oral contracts are enforced, except for those that are governed by the Statute of Frauds and must be written
 
Standard Used to Evaluate Intent: Reasonable Person (Objective)
·          look to see if a reasonable person would think that a contract was being formed
·          presumptions made
o         in a business context you presume that there was a contract made (parties intended it to be legally enforceable)
o         in a private social setting you presume that a contract was not made (agreement was not legally enforceable)
 
Three Interests
·          Reliance—out of pocket expenses in reliance on the promise.
o         put the promisee (non breaching party) back in the position had the promise not been made. Always includes restitution interests
·          Restitution—put the promisor back in the position it would have been in had the promise not been made. The breaching party must give back any benefit conferred from the promise. Non-breaching party should get the benefit back
·          Expectation—put the promisee (non breaching party) in the position the would have been in had the promise been performed
 
Promisee v. Promisor
·          Promisee—the person to who the promise is made
·          Promisor—the person making the promise
 
Unilateral v. Bilaterial contracts
·          Unilateral—only one party promises
·          Bilateral—both parties promise
 
What is needed for a valid contract?
·          Assent
o         Offer and Acceptance
·          Consideration (or meeting of an alternative theory)
o         see discussion on tab 3
 
2 Types of Assent
·          Subjective—view of the actual intent of the parties
o         not generally used unless the parties are thinking of a different substantive issues (Lucy v. Zehmer)
·          Objective—view of the reasonable person
o         use an objective standard to determine if a reasonable person would believe the contract to be valid, look at the outward expression of the person as manifesting his in

n offer? NO
o         Moutlton v. Kershaw—emphasizes the importance of listing a quantity
§          just because the word offer is used doesn’t mean that it was an offer in the legal definition
 
Price Quotes
·          Fairmount Class Works v. Crunden Martin—quotations of prices are not considered offers
o         the words for immediate acceptance represent a clear offer
 
Advertisements
·          General Rule: an advertisement is not an offer, but rather an invitation by the seller to the buyer to make an offer to purchase
o         Lefkowitz v. Great Minneapolis Surplus Store—where the offer is clear, definite and explicit and leaves no room for negation, it s an offer. Court held that ad that said first come first serve was an offer because of the language in the ad. D argued that it was women only, court denied.
 
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