Specific Performance

Question 1

Specific performance

Answer 1

is an equitable remedy for breach of contract

A mandatory injunction that requires the breaching party to perform according to the contract

Question 2

To obtain specific performance of a contract, the plaintiff must demonstrate the prerequisites for equitable relief along with the following:
(5)

Answer 2

1. the contract at issue is enforceable
2. all conditions precedent have been satisfied
3. that the ∆is able to perform
4. it would be fair or equitable to enforce the contract; and,
5. the contractual terms at issue are sufficiently certain, e.g. clear, definite and unequivocal, to be enforced by the court

Question 3

To get past damages and seek equitable relief, specific performance, plaintiff must establish:

Answer 3

Monetary damages are inadequate

Question 4

Contracts in which specific performance is generally allowed?
(4)

Answer 4

1. Land-Sale Contract
2. Sale of Goods or Chattels
3. Contracts for the Sale of Closely Held Corporate Stock
4. Non-compete agreements

Question 5

Presumption of adequate relief for land-sale contracts?

Answer 5

Money damages are inadequate

Question 6

When the buyer of land dies before the contract has been performed, what is the effect?

Answer 6

• their heir or devisee can specifically enforce it

- buyer’s executrix must pay the purchase price

Question 7

When the seller of land dies before the contract has been performed, what is the effect?

Answer 7

Their right to the contract passes to their heir or devisee

-Proper party to enforce the right is the executor of the estate

Question 8

Specific performance for goods or chattels is permitted when

Answer 8

the goods are unique or in other proper circumstances

Question 9

Specific performance for good or chattels examples

3

Answer 9

1. specially ordered
2. goods from competitor or inferior
3. scarcity on the open market

Question 10

Specific performance of contracts for the sale of closely held corporate stock may be available when:
(2)

Answer 10

1. no readily available market price; or,

2. stock represents voting control of a corporation

Question 11

Covenant not to compete is implied when?

Answer 11

During the course of the employment if the employee’s skills are highly marketable or unique

-generally do not imply after

Question 12

Standard the court will use to judge a covenant not to compete

Answer 12

“the covenant imposes no more than a reasonable restraint on the former employee’s ability to secure other employment. “

Question 13

Reasonableness of the non-compete agreement is determined based on three factors:

Answer 13

1. scope of activities restricted (should be tied to nature of work with original employer)
2. Geographic restrictions
3. Duration of the restrictions (length of time)

Question 14

Specific Performance is generally not available for?

2

Answer 14

• personal service contracts

- partnership agreements

Question 15

Although an equity court cannot force a person to work against his or her will, the court may:

Answer 15

Indirectly enforce the contract by enjoin the person from working for a competitor

-if the employee is uniquely or specially skilled