CONTRACT

1
CONTRACT

• A PROMISE OR SET OF PROMISES FOR THE BREACH OF
  WHICH THE LAW PROVIDES A REMEDY OR THE
  PERFORMANCE OF WHICH THE LAW RECOGNIZES AS A DUTY
• A LEGALLY ENFORCEABLE AGREEMENT

2
ELEMENTS OF A CONTRACT

• MUTUAL ASSENT
• FREE AND VOLUNTARY AGREEMENT
• CONSIDERATION
• PRICE BARGAINED FOR AND PAID FOR A PROMISE
• CAPACITY
• COMPETENT PARTIES
• LAWFUL PURPOSE
• CONTRACT OBJECTIVE CANNOT VIOLATE THE LAW OR
  PUBLIC POLICY
• FORM OF CONTRACT
• STATUTE OF FRAUDS WRITING IS REQUIRED FOR SOME
  CONTRACTS

3
LAW OF CONTRACTS

• COMMON LAW NON-SALES CONTRACTS
• E.G., EMPLOYMENT, CONSTRUCTION, LAND SALES
• UNIFORM COMMERCIAL CODE ART 2
• SALES TRANSACTIONS
• GOODS TANGIBLE PERSONAL PROPERTY

4
BILATERAL/UNILATERAL CONTRACTS

• BILATERAL
• PROMISE IS EXCHANGED FOR ANOTHER PROMISE
• UNILATERAL
• PROMISE IS EXCHANGED FOR PERFORMANCE

5
ENFORCEABILITY OF CONTRACTS

• VALID CONTRACT
• SATISFIES ALL LEGAL REQUIREMENTS FOR
  ENFORCEABILITY
• VOID CONTRACT
• AGREEMENT THAT HAS NO LEGAL EFFECT OR
  SIGNIFICANCE

6
PARTIALLY ENFORCEABLE CONTRACTS

• VOIDABLE
• ONE PARTY HAS THE OPTION TO CANCEL THE CONTRACT
• UNENFORCEABLE CONTRACT
• SOME LEGAL DEFENSE PREVENTS ENFORCEMENT BY ONE
  PARTY OR BOTH PARTIES

7
EXPRESS AND IMPLIED CONTRACTS

• EXPRESS
• CREATED BY WORDS, WRITTEN OR SPOKEN
• IMPLIED
• CREATED BY CONDUCT

8
QUASI CONTRACT

• OBLIGATION ENFORCEABLE BY LAW TO PREVENT UNJUST
  ENRICHMENT
• OBLIGATION TO PAY REASONABLE VALUE FOR THE
  BENEFIT RECEIVED

9
UNJUST ENRICHMENT

• ENRICHMENT
• MONEY, PROPERTY, OR SERVICES
• UNJUST ENRICHMENT
• RETENTION OF THE BENEFIT RECEIVED WITHOUT PAYMENT
  WOULD BE UNFAIR

10
PROMISSORY ESTOPPEL

• PROMISE IS ENFORCEABLE IN THE ABSENCE OF A
  BINDING CONTRACT
• PROMISE IS ENFORCEABLE BECAUSE OF REASONABLE,
  DETRIMENTAL RELIANCE ON A PROMISE

11
PROMISSORY ESTOPPEL

• A PROMISE THAT THE PROMISOR SHOULD REASONABLY
  EXPECT TO CAUSE THE PROMISEE TO ACT OR FAIL TO
  ACT
• THE PROMISEE REASONABLY RELIES ON THE PROMISE AND
  ACTS OR FAILS TO ACT
• RELIANCE IS DETRIMENTAL INJUSTICE CAN ONLY BE
  AVOIDED BY ENFORCING THE PROMISE