Intro to Contracts Flashcards
Contract
a binding agreement enforceable by law
UCC
Uniform Commercial Code
Sale
passing of title to goods from seller to buyer for a price
goods
tangible personal property, moveable at time of purchase
Which contracts are governed by Article 2 of the UCC?
The sale of goods
Which contracts are governed by common law?
all contracts that are not specifically displaced the the Code
Examples of contracts governed by common law?
Real Property, employment contracts, service contracts, sale of intangibles like patents and copyrights
What are the Essential Elements for Contracts?
1) Mutual Agreement
2) Mutual Consideration
3) Legality of subject matter
4) Capacity of parties
5) Absence of invalidating conduct
Express Contract
terms stated orally or in writing
Implied in Fact Contract
termed formed by conduct, or nonverbally
Bilateral Contract
formed by the exchange of promises
Unilateral Contract
formed by the exchange of an action for a promise
Does a duty to perform exist with bilateral or unilateral?
Bilateral
Valid Contract
agreement meets all requirements for a binding contract, and has legal effect
Void Contract
agreement does not meet all requirements for a binding contract and has no legal effect
Voidable Contract
defective agreement, yet not wholly lacking legal effect
Unenforceable Contract
Not void or voidable, yet still other rules prevent performance (ex. Statute of Frauds, Statute of limitations)
Executed Contract
contract has been fully carried out
Executory Contract
contracts partially or entirely unperformed
Gratuitous Promise
a gift which should not be enforced by law
Why do we have Promissory Estoppel
Because sometimes the courts need to enforce non contractual promises to avoid injustice
Can an executed gift be revoked?
No, will not allow an executed gift to be revoked after possession of the item has been transferred
Essential Elements of Promissory Estoppel?
1) No contract exists
2) One party makes a promise
3) Knowing how the other will rely
4) And the other party relies to his detriment or injury
What is another name for Quasi Contract?
Implied in Law Contract
Essential elements for Quasi Contract?
1) No contract exists
2) Transfer of benefit
3) No intention to make a gift (expected payment)
4) Other party accepts the benefit knowing about expected payment
