Ch 11 Nature And Terminology Flashcards

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1
Q

What does UCC govern?

A

They govern contracts for sale and lease of goods

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2
Q

What is the function of contract law? (2)

A

Ensure compliance and intice performance

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3
Q

The Objective theory of contracts

A

Party’s intention to enter into a legally binding contract judged by outward objective facts

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4
Q

Requirements of a valid contract (4)

A

Agreement
Consideration
Contractual Capacity
Legality

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5
Q

Defenses to the enforceability of a contract

A

Voluntary consent, no fraud or duress

Form

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6
Q

How are contracts categorized?

A

Formation, performance, and enforceability

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7
Q

Bilateral v Unilateral contracts

A
  1. Promising to perform

2. Promise for an act, contract formed when contract is performed

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8
Q

Unilateral contract examples

A

Contests, lotteries, competitions

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9
Q

Revocation of offers - ok?

A

Offers normally revocable until accepted

When perf has been substantially undertaken, X

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10
Q

Formal v informal contracts

A
  1. Req special form or method of creation to be enforceable
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11
Q

Negotiable instruments

A

Formal contract because under UCC, special form and lang are required to create them

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12
Q

Letters of credit

A

Agreements to pay contingent on the purchasers receipt of invoices and bills of lading

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13
Q

Express v implied contracts

A
  1. Terms of agreement are fully and explicitly stated in words, oral or written
  2. Contract implied fr conduct of parties, which creates and def terms of contract
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14
Q

Rq for implied contracts (3)

A

Plaintiff furnished some service or property
P* expected to be paid, D* should have known payment expected
D* had chance to reject

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15
Q

Executed v Executory contract

A
  1. Fully perf on both sides\2. Not been fully perf
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16
Q

Valid v
voidable v
unenforceable v
void contracts

A
  1. All elements necessary to entitle at least 1 of the parties to enforce in court
  2. Can be avoided at option of 1 or both of the parties
  3. X be enforced because of legal defenses
  4. No contract at all
17
Q

Ratify def

A

Make valid

18
Q

Illusory contract

A

Promise made that is uncertain, indefinite, vague and uncertain

19
Q

Does silence constitute acceptance?

A

It does not constitute acceptance, but sometimes duty to speak

20
Q

Parol evidence rule

A

Extrinsic evidence X admissible to show intention independent of an unambiguous written instrument

21
Q

Quasi contracts

A

Implied in law, but not actual contract

Fiction al contracts that courts can impose on parties as if they had entered actual contract

22
Q

What are quasi contracts concerned with?

A

Equity;

Avoid unjust enrichment at the expense of another’

23
Q

What are the limitations of quasi contracts?

A
  • who conferred a benefit on other unnecessary or b/c of misconduct/negligence X invoke
24
Q

Plain meaning Rule

A

Meaning of the terms must be determined fr the face of the instrument alone; the words determine intent of parties @ t they entered contract

25
Q

4 cases of ambiguity

A

When intent X be determined fr contract lang
When contract lacks provision on disputed term
When term - susceptible to more than 1 interpretation
Uncertainty abt a provision

26
Q

Extrinsic evidence

A

Any evidence X contained in the doc itself, only considered when there - ambiguity

27
Q

Rules court uses in interpretation (7)

A

Reasonable, lawful, effective meaning - given to all contract terms
Interpreted as whole
Word given ordinary, technical given technical unless parties clearly meant something else
Specific + exact meaning >
Written/typewritten terms>
Ambiguity against drafter
Extrinsic evidence only if ambiguity