Remedies Flashcards
Types of Damages
Compensatory )benefit of the bargain or out of pocket damages)
Consequential (additional expenses or costs that are forseeable at the time of the contract);
Nominal (no real harm).
Damages Elements
(1) Causal: but for the breach, the damages would not have occurred;
(2) Foreseeable at the time of contracting (to both parties)
(3) Certain: damages are reasonably capable of being calculated;
(4) Unavoidable: injured party has a duty to mitigate
UCC Buyer Remedies re. Goods
If the goods fail in any respect to conform to the contract, the buyer may accept all the goods, reject all the goods, or accept some and reject the rest.
Rejection must be within a reasonable time after delivery and requires seasonable notification to the seller.
UCC Buyer Remedies, Generally
Basic remedy is the difference between the contract price and either the market price or the cost of replacement, measured at the time the buyer learns of the breach.
UCC Buyer Remedies, Warranties
If buyer accepts goods which breach a warranty, the damages are the difference between the value as delivered and the value had they been according to the contract, plus incidental and consequential damages.
UCC Buyer Remedies, Replevin
If buyer has paid for some or all of the goods and seller refuses to deliver, buyer has remedy of replevin (obtaining the goods).
Specific Performance
A party is entitled to specific performance when:
(1) there is a valid and enforceable contract, definite and certain;
(2) the party has met all the conditions required;
(3) the legal remedy is inadequate; and (4) the remedy is feasible.
Recission
Recission is the undoing of a contract. The plaintiff effects a cancellation of the contract by prompt notice of the recission and tender back of the consideration or by a lawsuit in which the plaintiff seeks recission.
The grounds for recission must have existed at the time of contracting.
Reasons for Recission, Mutual Mistake
Mutual mistake requires a mutual mistake as to a material fact (one that goes to the basis of the bargain).
Reasons for Recission, Unilateral Mistake
A unilateral mistake must be as to a material fact and is only grounds for recission where the nonmistaken party knows or should know of the mistake.
Reasons for Recission, Misrepresentation
Misrepresentation means a (1) false representation (2) intentionally, negligently, or innocently made, (3) with the intent to induce defendant into relying on the representation, (4) which defendant in fact relies upon to their detriment
Reformation
Reformation is the remedy by which the court alters or modifies a written instrument, such as a contract or deed, to make it conform to the parties’ previous understanding. It requires a valid prior agreement in the first place.
The grounds include mistakes, mutual or unilateral, or misrepresentation.
