General Principles Flashcards
Generally binding contractual authorities
Uniform Commerical Code; Statutes; Common Law
Generally Persuasive Authority
Restatement of Contracts
Still highly persuasive in many jurisdictions
(Blank) generally cannot be contracted out of.
Public policy concern
Neglignence can be, but isn’t always a concern of public policy, meaning in some places gross negligence and strict liabilty cannot be contracted out of but in others it can. Contracts can write out that contract but courts will not find it binding
General Colorado doesn’t allowcontracting negligence or strict liability
The UCC governs the sale of …
Tangible goods that aren’t monetary like cash or stocks
Lucy v. Zehmer
If the outward manifestations indicate an intention to be bound, a contract was formed, regardless of mental intention.
First National Bank v. Roanoke Oil Co.
Conveyance of clear and definite terms inclined price, terms, and subject matter constitutes a valid contract.
Colfax Envelope Corp. v. Locational No. 458-3M
A party may not rescind a contract due to conflicting understandings of an essential term if a reasonable person would have recognized the ambiguity or unclear term at the time of contracting.
Hotchkiss v. National City Bank of New York
“A contract is an obligation attached by the mere force of law to certain acts of the parties, which ordinarily accompany and represent a known intent. If, however, [either party] used words intended to do something else then the usual meaning which the law imposes on them he would still be held liable.”
Kolodziej v. Mason
An enforceable contract requires mutual assent by both parties to agree to perform an act or forbearance with a full understanding of the terms of the agreement.
Vega v. T-Mobile USA
To prove the existence of a contract, a plaintiff must show:
Offer
Acceptance
Consideration
Sufficient specification of the essential terms
