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University of Toledo School of Law
Davis, Benjamin G.

Contracts Outline

Box I (Classical Contracts)
I.                    Background
a.       Rule Background
i.      What is a contract?
1.      § 1:  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.
ii.      What is a promise?
1.      § 2:  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.
iii.      Agreement defined; Bargain defined
1.      § 3: An agreement is a manifestation of mutual assent on the part of two or more persons. A bargain is an agreement to exchange promises or to exchange a promise for a performance or to exchange performances.
iv.      How a promise may be made?
1.      § 4:  A promise may be stated in words either oral or written, or may be inferred wholly or partly from conduct.
v.      Requirement of a bargain
1.      § 17: (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 §§ 82-94.
b.      Theory (F.L.E.R.C.R.F.) and Lawyering Background (C,N,D,A)
i.      Formalism
1.      “Black Letter Law” – applying the law directly as it is stated
ii.      Legal Realism
1.      Looking at the law as a policy decision; how decisions affect society; who benefits and loses; what social forces are at play
iii.      Economics
1.      Efficiency; best allocation of resources; costs / benefits
iv.      Relational
1.      Does a decision encourage or discourage relationships? (ie: landlord & tenant)
v.      Critical Legal
1.      How does a rule or decision affect the law?
vi.      Critical Race

al to the formation of a contract, but a manifestation of intention that a promise shall not affect legal relations may prevent the formation of a contract.
ii.      Objective Theory of Contracts: One is ordinarily bound or not bound not by his secret intent, but by the reasonable interpretation of his words and/or conduct. (reasonable person standard)
1.      Intent must be clear and unambiguous
2.      Intent is usually shown with a signature
3.      and made by a reasonable person
iii.      Park 100 v. Kartes
1.      Intent to be bound is negated if fraud is used to induce the party to sign the contract.
iv.      Ray v. Eurice
1.      Eurice claimed that the fact that they made a mistake should be enough to get them out of the contract, but, since there was clearly an intent to be bound, the contract was enforced. (§§ 17, 20, 21, 22)