Mistake/Misunderstood terms Flashcards
Parties have entered in K, but LATER there's a disagreement on terms
Whose meaning prevails
restatement 201
201 (1)
Where the parties have attached the same meaning to a promise or agreement or a term thereof, it is interpreted in accordance with that meaning. (MUTUAL MISTAKE)
*****will be voidable & can be rescinded or canceled
201(2b)
Where the parties attached different meanings to a promise or agreement or a term thereof, it is interpreted in accordance with the meaning attached by ONE of them if at the time the agreement was made
- that party had NO RTK of any different meaning attached by the other, and the other had RTK the meaning attached by the first party. (MY BAD) (example-price typos) * **the objective meaning attached by the first party controls
201 (3)
Where the parties attached different meanings to the terms of the K and it is impossible to say which party’s meaning is more objectively reasonable (neither had RTK)
*must agree never agreed to that term & term not part of K
Raffles v. Wichelhaus (PEERLESS CASE)
Raffles v. Wichelhaus: 1860 cotton merchant; Peerless; Judgment for defendant, no breach of K because no Formation of K, information regarding which Peerless ship was not specific enough; there was no MA. Rare ruling-courts normally want to save K.
** Present day example of Rest. 201(3)
Generally no relief for mistaken party except
- one party K or SHK of others mistake
- math mistakes
Mistake that’s not a mistake
A mistake of value….if you offered to little….You are free to make contracts & value the way you want to.
ex) you sold it at yardsale, later learned worth more….too bad.
