Equity Flashcards
Of the parties agreed to it, must a court order specific performance?
No; a court of equity has an independent duty to determine whether the contract can be specifically performed without:
1) inordinate monitoring or
2) supervision of performance by the court, regardless of an agreement of appropriate remedy.
Under Florida law, what is the general rule if the complaint on its face shows that an adequate legal remedy exists?
Equitable remedies are not available.
Requirements for enforcing a covenant not to compete in Florida
(1) there must be a non-compete covenant in a signed K + reasonable in:
> time
> geographic area; and
> line of business
(2) Employer must plead and prove the covenant is justified by a legitimate business interest
(3) Clause must be reasonably necessary to protect the employer’s established interests
Will courts consider an award of specific performance when the contract contains a liquidated damages clause?
Yes, unless the parties agreed that liquidated damages are the sole remedy. The aggrieved party generally cannot have both the liquidated damages and specific performance.
What is a Time of the Essence Clause?
A clause where a party is required to perform within the stipulated time or the party’s rights under the contract are void.
What must a plaintiff prove to establish a right to specific performance?
(i) Existence of valid contract and fulfillment of all its conditions,
(ii) Inadequate legal remedies,
(iii) Feasible enforcement,
(iv) Mutuality of remedy, and
(v) Absence of any defenses.
Fill in the blanks. Specific performance of a contract generally may be enforced against a _________ to the contract or a person in _______ with a party.
party; privity
What types of contracts are subject to specific performance?
1) Land sale contracts
2) Doctrine of equitable conversion
3) Covenants not to compete
4) Unique chattels
5) Contracts to make testamentary dispositions or mutual wills
What types of defenses can defeat a specific performance claim?
1) Standard contract defenses: improper contract formation, mistake, impracticability, misrepresentation, fraud, duress, incapacity, Statute of Frauds, etc.
2) Equitable defenses: unclean hands, laches, undue hardship, etc.
What are the four requirements that must be met before the court may impose a constructive trust?
(i) Defendant has legal title to property belonging to the plaintiff;
(ii) Defendant will be unjustly enriched if title remains in him;
(iii) No adequate legal remedy exists; and
(iv) Fiduciary or confidential relationship exists between parties (e.g., buyer–seller, executor–estate)
What are the three types of contracts that a court generally will not specifically enforce?
1) Personal services contracts (unless contract fully performed by party rendering services and failure to carry out agreement would be fraud);
2) Construction contracts; and
3) Employment contracts
What are the three requirements for reformation of a contract?
(i) Valid original agreement;
(ii) Original agreement was in writing; and
(iii) Original agreement fails to accurately express parties’ intent.
When will a unilateral mistake result in the rescission of a contract?
(i) Non-mistaken party was aware of the mistake and took advantage of it;
(ii) Mistaken party would suffer severe hardship if forced to accept the bargain; or
(iii) Non-mistaken party has not yet relied on contract.
