Intro Flashcards
What is a quasi contract?
A quasi-contract occurs when there is no valid, enforceable contract but other factors present that allow courts to award plaintiffs based on unjust enrichment of the defendant. Courts allow P’s to bring an action in restitution and recover the amount of the benefit conferred to the D.
What are the key elements of a contract?
K = mutual assent (offer + acceptance) + considerence - (no) possible defenses
What is a bilateral vs. unilateral K?
A bilateral contract is one with an exchange of mutual promises. That is, the offer can be accepted by either a return promise or beginning performance. Most K’s are bilateral.
A unilateral K is one where the offeror requests performance rather than a promise as acceptance. The K can only be accepted by completing performance, so a K only exists once performance is complete and the offeror only needs to pay once performance is complete.
A unilateral K occurs in two situations (1) offeror clearly indicates that performance is manner of acceptance and (2) reward offers
What’s the difference between a void contract and a voidable contract?
A void K is unenforceable from the outset - not a legit K. A voidable K is one that is enforceable generally (legit K), but may be voidable due to certain defenses (e.g. mental illness).
When does the UCC apply?
Sale of goods. Goods includes all tangible things. It does NOT include real estate, services, or intangibles (e.g. patent).
Who is considered a merchant for purposes of the UCC?
A merchant is generally someone who deals in goods of the kind sold/holds themselves out to have special knowledge re the goods. Note some UCC provisions construe this broadly and merely required a biz person when some require the person specifically deal in the goods at issue (e.g. implied warranty of merchantibility)
Which law applies when a sale involves both goods and nongoods?
The law of whichever aspect of the sale is more dominant. So, if the main sale is for a good, then UCC will apply.
But, if the K divides payment between the goods and services then you will sever and apply different law to each.
