Business Law Flashcards
Services. Consideration:
Mutually bargained
Legally sufficient
Not past consideration
Can not be contractually obligated to perform prior to consideration.
If modified - new consideration is required from both
Services. When the consideration is not required:
Promise to donate charity
Pay the debt barred by the statue of limitations, need writing
What the injured party can do when there is a fraud or gross negligence in contracts of services: a
Can rescind ( cancel) contact if innocent misrepresentation
Or Can sue for money damages if negligent misrepresentation
If party never new about the fraud- void
If party knew about the correct but did not know the terms: voidable to injured party
No punitive damages
Accord and satisfaction
Same parties agree to change a contract (new contract) by substituting performance, the parties can not be discharged until agreement is satisfied.
Parol Evidence Rule
Can be written or oral
Ora can not contradict written contract - inadmissible
Evidence: FAME
Anticipatory repudiation:
Prior to time to performance cancel the performance
Than injured party can:
Sue now or wait, cancel or rescind the contract
Ask for compensatory damages: for all harm, but injured party must use reasonable efforts to keep damages low- mitigation of damages
No to punitive damages
Ask for specific performance of like kind, but never person services
Can ask for liquidated damages: to cover harm not to apply penalty
Substantial performance of the contract but one party minor breach it:
Injured party can not rescind
Breaching party can college but had to subtract the fees for damages
Assignment and delegation
No need consideration or writing
General rule: most contract can be assigned except: PIPI
If there is a breach: assignor and assignee are liable
Duties of the seller:
Hold confirming goods
Give a customer notification.
Must make a perfect tender( no defects)
If there is not place of delivery is stated- seller’s place
If the place of order is impractical- seller can change it.
Buyer’s duties:
Accept confirming goods
Pay for them at the time of delivery - can be modified
Can contacts in sales be modified:
Yes. It does not require the consideration, but must be in good faith.
A writing is required if the contract price is over $500.
The pride can be omitted- go with reasonable price.
Mandatory is contact of sales is quantity.
Implied warranties:
Title ( good title, no unstated liens or attachments, no patent or trademarks violation by merchant)
merchantability( by merchant a promise that good are fit and safe in normal uses)
fitness for a particular purpose ( buyer relies on seller’s knowledge to select suitable goods, must be fit)
No need to be oral or written
Can be disclaimed
Disclaimer of implied warranties:
As is or other disclaimer language can be used when only merchantability and fitness for a particular purpose are used.
What is the strict liability of a seller:
Defective product
Caused injury
Defect made product unreasonably dangerous
Seller was engaged in that business
No charges were made before the consumer bough the product
Defense: no negligence or privity
Remedies of the buyer:
Reject nonconfirming goods within a reasonable time
Inspect the goods prior to payment except COD
Revoke an acceptance for substantial defects of reasonabl inspection did not show that
Rescind and sue for money damages
May not collect punitive damages
If breaches can buy alternative goods forms someone else or to charge the seller for the loss
Reclaim goods ( prepaid) if identified
Request species performance if unique
