Conditions and Performance

Question 1

What is the doctrine of substantial performance?

Answer 1

• When parties expressly agree to a conduction precedent, they are generally strictly liable.
• With an implied or constructive condition precedent, a party who substantially performs can tigger other parties performance. Can recover contract price minus cost for other party to complete. Note: less likely for willful breach.

Question 2

What is the UCC Perfect Tender Rule?

Answer 2

Perfect tender of goods.

Buyer has the right to inspect, if he accepts, obligation to pay.

If rejects, and still time left, seller has a right to cure.
or the seller had reasonable grounds to believe that the buyer would accept despite the nonconformity.

Note: The seller must give notice of the intent to cure and make a new tender of conforming goods.

Question 3

What is a condition subsequent?

Answer 3

A condition that excuses the duty to perform after a particular event occurs

Question 4

When are objective and subjective standards each used to determine whether a condition is satisfied?

Answer 4

The preferred method is an objective standard based upon whether a reasonable person would be satisfied. However, when the aesthetic taste of a party determines whether the other party’s performance is satisfactory, satisfaction is determined under a subjective standard.

Question 5

Define condition precedent.

Answer 5

A condition that precedes the obligation to perform

Question 6

When can a condition be excused?

Answer 6

Waiver

Wrongful Interference

Estopel