Brainscape's Knowledge GenomeTM

Browse over 1 million classes created by top students, professors, publishers, and experts.


See full index

BLaw > Contract Law > Flashcards

Contract Law Flashcards

1
Q

What is a contact

A

Agreement enforceable in a court of law

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
2
Q

What are the elements of a contract (6)

A

Agreement between parties
Complete
Deliberate
Voluntarily
2+ competent persons
Supported mutual consideration
Not in writing necessarily

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
3
Q

Contract Advantages (4)

A

-Reliance on terms negotiated, a-llows to plan business affairs accordingly
-Binding promise- enforced in court
-Options for dispute resolution

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
4
Q

Examples of business contracts

A

lease
sales
loan
supply purchase
employment
confidentiality
Booking

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
5
Q

Key factors in contractual relationships (4)

A

communication
the start of the relationship
objective standard test
Bargaining power

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
6
Q

Bargaining power definition

A

legal assumption that parties to a contract are able to look after their own interests

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
7
Q

Performance or enforcing the contract. Should you sue? Consider 3

A

relationship
economic realities
reputation

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
8
Q

Does it sometimes make sense economically to breach a contract?

A

may be financially rewarding to breach than to perform

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
9
Q

Nature of contract

A

having legal capacity agree with Sufficient certainty in accordance with terms and conditions that are express/ implied to perform certain obligations that aren’t contrary to law/public policy

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
10
Q

sufficient certainty

A

terms must be stated so that a reasonable person is capable of readily understanding the terms

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
11
Q

What is the primary concern of the court?

A

To enforce reasonable expectations of parties

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
12
Q

Legal Ingredients of a contract (4)

A

Consensus
Consideration
Intention
Legality

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
13
Q

Consensus:

A

Offer
Acceptance
Ad idem

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
14
Q

Consideration

A

Exchange of value

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
15
Q

Legality

A

in accordance with law

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
16
Q

Intention

A

Purposeful

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
17
Q

RG = Offer and Acceptance

A

Offer: Starting point
One party makes a promise to enter into a contract on specified terms (the “offer”), as soon as the offer is accepted.
Offer must be complete

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
18
Q

Offer Vs. Invitation to treat

A

Most advertisements and displays of goods in stores are “invitations to treat.”
Invitation to treat is not an offer and is only treated in law as an expression of willingness to do business.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
19
Q

Standard form Contract

A

“take it or leave it”
Agree to standard terms favoring other side

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
20
Q

Offeror definition

A

Makes offer

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
21
Q

Offeree

A

To whom offer is made

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
22
Q

Offer terminated by (5)

A

Revocation
Lapse
Rejection
Counteroffer
Death or insanity

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
23
Q

Revocation

A

Withdrawal of an offer
Offeror can revoke anytime before acceptance w/o notifying offeree of withdrawal
Offer ceases to exist
Option agreement: An agreement where, in exchange for payment, an offeror is obligated to keep an offer open for a specified time. It is a separate contract that may or may not lead to the acceptance of the offer.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
24
Q

Lapse

A

Lapse – Expiration of an offer after a specified or reasonable period

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
25
Q

Rejection

A

The refusal to accept an offer

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
26
Q

Counteroffer

A

Turning down an offer and proposing a new one in its place

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
27
Q

Firm Offer

A

The law permits offerors to revoke their offers despite a promise to leave the offer open for a set period of time
Only enforceable if other party purchased it or otherwise given offeror something in return for commitment

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
28
Q

Lapse

A

Expire on spec. date
Ends/no longer accepted
No expiry, must be left open for reasonable time (depends on circumstances of case)

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
29
Q

Rejection

A

Offer is automatically terminated if rejected by offeree

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
30
Q

Counteroffer

A

A form of rejection that automatically terminates the original offer

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
31
Q

Death or Insanity of Either Party

A

Death of either party
Someone sane at time of offer but BECOMES insane before acceptance not bount

32
Q

Reaching Agreement through Offer and Acceptance

A

offeree indicates an unqualified willingness to enter into a contract on the terms in the offer
Contract comes into existence at the moment of acceptance
Acceptance must normally be communicated to the other party to be effective.

33
Q

Communication of Acceptance

A

If a method of acceptance is specified, then this method is mandatory.
If not specified, then in any manner that is reasonable in the circumstances
Acceptance can be indicated by conduct.

34
Q

Unilateral Contract Definition

A

A contract based on an offer which was not made to one particular person, but to the world at large.

35
Q

INVITATION TO TREAT

A

An invitation to treat is simply a willingness to enter into negotiations which, it is hoped, will lead to the conclusion of a contract at a later date.

36
Q

Electronic Business Contracts

A

Governed by the same rules as all contracts

Uniform Electronic Commerce Act (UECA)

37
Q

Uniform Electronic Commerce Act (UECA)

A

Removes barriers to electronic commerce
Basis for provincial and federal electronic commerce legislation
Provides that acceptance of an offer can be made electronically

38
Q

UECA acronym

A

Uniform Electronic Commerce Act

39
Q

UECA

A

Specifies when a message is sent and when it is received, but it does not specify where an acceptance becomes effective
Unless electronic traders specify where acceptance becomes effective, the question of where an electronic contract is formed will be presumably decided on a case-by-case basis.

40
Q

Consideration

A

Price paid for promise
Something ofa value for receinging something of value from the other
Gratuitous promise
Can be promise not to do something
Adequacy of consideration not open to challenge

41
Q

Gratuitous party

A

A promise for which no consideration/no contract

42
Q

Promises Enforceable without Consideration
“under seal”

A

Once a seal is affixed, it is evidence of serious intent and acknowledgment that the contract is enforceable.
No further consideration is necessary
Ex. Contracts of Gurantee

43
Q

Contracts of gurantee

A

A contract of guarantee is an accessory contract by which the promisor (i.e., the guarantor or surety) undertakes to accept liability on behalf of the promissee (i.e., creditor) for the debt, default or miscarriage of another person, whose primary liability to the promisee must exist or be contemplated

44
Q

Promissory Estoppel

A

Someone who relies on a gratuitous promise may be able to enforce it
Usable only as a defence to legal claims made by the promise-breaker
Necessary factors – Reliance on another’s promise to change your position, and you are above reproach

45
Q

Promises enforceable w/o consideration

A

Promissory Estoppel
Contracts of gurantee (under seal)
Patial Payment of debt

46
Q

Pre-existing Legal duties

A

legal obligation that a person already owes cannot be used as consideration for a new promise

47
Q

Partial Payment of a debt

A

At common law, a gratuitous promise to accept a lesser amount left the creditor free to sue for the balance.
In some provinces, this has been altered by statute, so that creditor cannot sue for the balance once a lesser amount has been accepted.

48
Q

INTENTION TO CONTRACT

A

Promise at issue must have been intended to be a contractual one.
If a business relationship, intention is presumed by the courts.
Family agreements – Common law presumes that promises are non-contractual but presumption is subject to rebuttal.

49
Q

Content of a Contract

A

Express Terms
Impllied Terms

50
Q

Express Terms

A

Terms of the contract that state or make explicit one party’s promise to another.

51
Q

Implied Terms

A

Terms that are not expressly included in a contract but that are necessary to give effect to the parties’ intention. A judge may imply terms in a contract to make the contract workable.

52
Q

Interpretation of Express Terms

A

Courts are required to enforce the contract as it is written and to rely primarily on the plain, ordinary meaning of the words that the parties have chosen

The court assigns as reasonable a meaning as possible to vague or ambiguous terms.

If the contract has been drafted by one of the parties, any ambiguity
in language will be construed against that party in favour of the other.
Rules of Construction

53
Q

Rules of Construction

A

Guiding principles for interpreting or “constructing” the terms of a contract.

54
Q

Implied Terms

A

Terms that are not expressly included in a contract but that are necessary to give effect to the parties’ intention.

55
Q

Implied Terms Examples (5)

A

Business Efficacy
Established Custom
Previous Dealings
Statutory Requirements
Contractual quantum meruit

56
Q

Business Efficacy

A

Terms are implied for business efficacy—to make the contract workable.

57
Q

Established Custom

A

Terms are implied based on established custom in the particular trade or commercial context of the transaction.

58
Q

Previous Dealings

A

If the parties have contracted in the past, it may be possible to imply that the current contract contains the same terms.

59
Q

Statutory Requirements

A

For example, the Ontario Sale of Goods Act makes certain provisions mandatory in contracts, unless specifically excluded by the contract.

60
Q

Contractual quantum meruit

A

Awarding one party a reasonable sum for the goods or services provided under a contract.

under a contract where the contract was not completed, or
where a price was not agreed upon but there was an implied promise to pay.

61
Q

A Request for Goods or Services: Implying a Promise to Pay

A

When a good or service is requested, common law or legislation implies a promise to pay.
This is based on the assumption that in business, goods and services are not expected to be provided for free.
The customer is obligated to pay a reasonable amount

Contractual Quantum meruit

62
Q

Parol Evidence Rule

A

limits the outside evidence a party can introduce concerning the contents of a contract that has been put in writing.
Forbids outside evidence as to the terms of a contract when the language of the written contract is clear and the document is intended to be the sole source of contractual content.
Entire contract clause

63
Q

Entire contract clause

A

A term in the contract in which the parties agree that their contract is complete as written.
It is used to ensure application of the parol evidence rule.

64
Q

Evidence of Electronic Contracts

A

Enforcing contract law requires proof, such as written documents.
More recently, negotiations are done electronically, without a paper version.
This method creates difficulty if it is necessary to produce the “original” contract in court.
The Uniform Electronic Evidence Act (UEEA) was drafted to make the proof of electronic contracts subject to a uniform set of rules, such as the Best Evidence Rule

65
Q

Managing Risks: Changed Circumstances

A

Circumstances may arise that prevent a party from performing its contractual obligations.

The law permits the use of contractual terms as a buffer against future uncertain events to limit liability.

66
Q

Managing Risks: Conditional Agreements

A

Condition subsequent
Condition precedent

67
Q

Condition subsequent

A

An event or circumstance that, when it occurs, brings an existing contract to an end.

68
Q

Condition precedent

A

An event or circumstance that, until it occurs, suspends the parties’ obligations to perform their contractual obligations.

69
Q

Managing Risks: Conditional Agreements
Real Estate

A

Purchasers of real estate may rely on the conditional agreement by making the contractual obligation to buy and sell subject to
financing
rezoning
subdivision approval

70
Q

Managed Risks: Other Clauses

A

Limitation of Liability Clause
Exemption Clause (or Exclusion Clause)
Liquidated Damages Clause

71
Q

Limitation of Liability Clause

A

A term of a contract that limits liability for breach to something less than what would otherwise be recoverable.

72
Q

Exemption Clause (or Exclusion Clause)

A

A term of a contract that identifies events causing loss for which there is no liability.

73
Q

Liquidated Damages Clause

A

A term of a contract that specifies how much one party must pay to the other in the event of breach.
Parties have decided beforehand on compensation.
If the clause sets reasonable compensation terms, it is enforceable.
If it sets unreasonable compensation terms, it becomes a penalty clause and will be disregarded by the court.

74
Q

Terms of a contract

A

Standard form contract

75
Q

Standard form contract

A

A contract in which the main terms cannot be changed through negotiations.
It is common for obtaining a credit card, renting a car, buying insurance, or signing a guarantee of another’s debt.
Parties are expected to protect their own interests and ensure they understand the terms before accepting them.

BLaw (2 decks)

Brainscape helps you reach your goals faster, through stronger study habits.
© 2024 Bold Learning Solutions. Terms and Conditions