3. Any Defenses? Flashcards
Terms to Remember
Mother Fucker, I’ll Incapacitate w/ Special Operations Forces Unconscious for Public Policy
a. Mistake
(Transcription errors and interpretive errors) must be material
i. Unilateral—voidable if non-mistaken party knew or should have known of mistake
ii. Mutual Mistake—contract is voidable by adversely affected party if mistake was on basic assumption, had a material effect, and party seeking didn’t assume risk
iii. Both parties unaware of ambiguous term—no contract (one party or none—contract)
b. Fraud: concealment or non-disclosure
i. Facts, not opinions
ii. Fraudulent misrepresentation
iii. Duty to disclose if party is aware of material facts unlikely to be discovered by the other in exercise of reasonable care (relationship of trust/confidence, party made assertion that’s no longer true, good faith)
iv. Non-disclosure induced unilateral mistake that goes to the heart of the contract
c. Illegality of consideration or subject matter
i. Illegal contracts are considered void (not voidable) since the court is looking to protect society broadly from illegal contracts.
d. Incapacity
infancy, mental, intoxication, duress, undue influence
e. Statute of Frauds:
i. Marriage: not mutual promises to marry
ii. Year: one year
iii. Land
iv. Executors and administrators
v. Goods over 500 (not specially manufactured goods, admitted contract or goods accepted/paid for)Multiple writings ok if all refer to transaction; quantity must be specified § 2-201
vi. Suretyship—promise to answer for the debt of another
f. Unconscionability
substantive (unfair terms) and procedural (absence of meaningful choice)
g. Public policy
if contractual term conflicts with legislative intent or is contrary to principles of fairness (family relations, non-compete clauses, subject matter is illegal, contract is made to commit a crime, contract performance would be a tort, contract would violate values and freedoms)
i. Legislation or Judicial
