Basics Flashcards
Elements of a contract
- Offer
- Acceptance
- Consideration
- No defenses to formation
Quasi Contract / Implied in Fact Contract
Not really a contract.
One party bestows benefit on another and it’s unjust to retain the benefits without paying.
Unilateral K
Exchange of an act for a promise
Bilateral k
Exchange of promises
Mutual Assent - Key Question
Did the worlds or conduct manifest a present intention to enter into a K?
Offer – Elements
- Expression of a promise, undertaking or commitment to enter a K
- Definite and certain terms
- Communication to Offeree
Offer v. Preliminary Negotiations – factors to consider
- language
- surrounding circumstances
- prior relationship of the parties
- method of communication
- industry custom
- certainty/definiteness of terms
Definite & Certain terms
Enough essential terms to be enforced
- Offeree must be identified enough to show offeror intended to create power of acceptance
- Definite subject matter
Definite & certain Terms required in Real estate contract
- Price
2. land
Terms required in Sales of goods
Quantity must be certain or capable of being made certain
Term required in employment contract
Duration must be specified
How can an offer be terminated?
1 Act of parties
2. operation of law
Revocation - how
- direct communication to the offeree, or
- O’ee acts inconsistently with continued willingness to maintain the offer and the offer’ee receives correct info of this from a reasonable source.
Where is a revocation effective
When received by the offer’ee. (but publication of revocation is effective when published)
Limitations on revocation
- option contract supported by consideration
- firm offer under the UCC
- O’ee has detrimentally relied on the offer and the off’r could have reasonably expected such reliance
- Unilateral contract where the offer’ee has embarked on performance (construed as an option contract)
