Blaw Finale

• One side of deal is making the mistake
• Usually not allowed to void these

You are stuck with it. Should have been more careful with your deal

• The non-mistake party knew or was sort of takking advantage of the victim.
• Ex. Bids for house are all high but one person obviousely made a mistake and you know that but choose their bid anyways

Both parties mistake about some factual aspect that a reasonable person would take into account when making decision

• This is not a mistake of fact
• Gamble on ignorance
• Ex. Sell somthing not knowing what it is and later find out what is was and say you want it back. Can't do that

• Not a mistake of fact
• If you sell something for less than it is worth, you can not come back and get more money because it is a question of how valuable it is, not a question of face

• Torts, crime, and allow contract to be voidable
• One party decieving other when making contract and other relys on it and later what they get is not what they thought they were getting

• Show 3 things
• 1) There was a false statment or fact
• 2) The statement was fraudulent or material
• 3) The injured person justifiably relied on the statement

• Misrepresntation of Material fact
• Knowledge of falsity
• Intent to deceive
• Reasonable reliance
• Damages

• Fact: something that is not of value or questionable. It is a fact the house had termites or not
• Must be material fact: Has to be somthing that would change decision of buyer
• Opinions, Expert opinions, and predictions are not facts

If the maker inteded to induce the other party to contract either knowing that her words were fase or uncertain that they were true

If the amker expected the other party to rely on her words ijn reaching an agreement

• Generally not misrepresentaion
• If you don't ask then you seller has no obligation to tell you

• 1) One party knows facts and knows that if other party knew it would seriously affect the second party's decision to enter the contract
• 2) Fiduciary relationship: law imposes upon you a higher standar of care for looking out for person like doctor or priest
• 3) Active concealment: no false statement but actively and physically covered up statements they may want to know
• 4) Statements which create a false impression: If they learn new info that makes their statement false, they must tell buyer

• 1) Actually knew the statement was false
• 2) Should have know the statement was false because things were not right with what bad guy was selling
• 3) Reckless diregard for truth or falsity where you really know nothing bout the thing but lie and say it's great even though you dont know that for sure

Victim needs to show inteded to decieve not that they intended to hurt them but just they they intended to have them believe what they are saying

• Victim must show that they reasonably relied on what he said
• Duty to verify: as a buyer it is your job to varify what a reasonable person would be able to see if is is easy or cheep to do so ( milage is easy to see so if they state wrong then thats easy)

• Damage is not what you thought you were making becuse you didn't know you were being decieved
• You can get out of contract or sue for damages

• Fraud without knowledge of falsity and intente to decieve
• It can affect legal status of contract

• 1 party dominet over other wearker party who is dependent of other or is a feduciary relationship
• Takes advantage of sick person becaue they need your help

• Wrongful coercion which overcomes the free will of the other
• Bad guy making a threat to somthing that is unlawful
• 1) threats of ciminal prosecution: can be implied or expressed and free will must be overcome by the threat.
• 2) Economic duress: a wronfgul act taht puts the other in economic harship so that he has no real coice at the time but to make the contract

• 1) Disparate bargains powere between parties, one side holds all cards
• 2) Person with power is dictiating grossly unfiar terms
• Ex: the concert tickets

Basic Premise: some contracts must be in writing, or they are unenforcable

• 1) A promise to pay the debt of another
• 2) A promise given in consieration of marriage
• 3) Can't be perfomred within 1 year
• 4) sales of good more than 500
• 5) Contract with interest in real estate

• Aka secondary promise or guaranty
• Exceptions:
• Oral if says he doesnn't then I will, it is enforceable anways
• Admissions: if person admits in court or under oath that ther is a contract then enforceable
• If promisor's motive if to benefit them then it makes sense and it is an oral contract

• If anything oferd then must right it down
• Exceptions: Admissions same as other

• When contract accepted, takes affect
• Exept: Admissions
• Part performance: If you got fired you get paid what you worked, but not the 5 years the contract is in

• Services not included in this
• Excepttion: Admissions
• Part perfomance: If delivers part of something then pay for that recieved
• Specially manufactured goods
• Confiming memo

If one pary having made an oral contract, then sends the other am emorandum sufficietn in terms, both merchants and other doesn't reject in 10 dyas then outside

If not able to sell to normal cusotomer and sell has either made a substanctial part on their manufactore or made commitment to produce the goods then fully enforceable

• Includes sales, express easments, mortages
• Exceptions: Admissions
• Part performance: If buyer has paid a substantial portion of the purchace price and either
• a) taken posession of the land or
• b) made valuable imporvments in property then outside

• Identification of the parties
• Subject matter
• Material terms
• Signature of the party to be charged

• When a contract is written it is finale. You can't add anything else to it.
• Any other expressions written or oral made prior to or contemporaneously with do not count towards anything

• Carry out apparent intent of parties
• Facilitate judicial interpretation

• 1) Attacking the validity of contract because of formation defects such as fraud, duress. etc (gun ot head)
• 2) Shwoing a conditions precedent was not fullfilled: turned down house mortage, cant buy house
• 3) Interpreting ambiguous terms: both aloud to bring in eveidence to determine meaning
• 4) Consideration never changed hands: didn't happen or performed
• 5) Reformation becasue of mistake in integration: can't show how shoudl be
• 6) Collateral aggreements: something that wouldn't have been in original anyway
• 7) subsequent modificaitons

Transfer of the right to recieve benefits under a contract

• Assignor: one of the origianl contracting parties who is now transerring rights
• Assignee: person recieving the right who is not entitled to reieve the benefits unerd the contract
• Obligor: person who must now perform for the assignee
• Obligee: person now entitled to recieve performance

• Those which the obligation (burden) of the obligor would be changed
• Unless it really changes what obligor has to do

• 1) Assignee dispalaces assignor with regard to rights under contract
• 2) Any defenses the obligor could assert against the assignor are good against the assignee. If a material breach then he gets the assignee not assignor
• 3) Notiec: obligor performs for assignor becase obligor did not know of the assignment, obligor is dishcareged form liablitlity
• 4) Dual assignemnts: English rule is who notifies first

• 1) Right assigned exists
• 2) Right assigned is not subject to any undisclosed defects or limitaions
• 3) Assignor will not impair the value of assignement
• 4) Any documents are genuine

Transfer of a duty

• Delegor: person delegating job
• Delagee: person doing it
• Obligee: person getting thing performed for

• Delegor is not leagally displaced by delagee
• Delegor stays liable even if delegee messes up

• Involve reliance on personal qualities of would be delagor
• Can't delegate it if has to do with the persons ability, individual style

• Delagee normally not liable unless there was consieration
• If delegor pays delagee then there is consideration and delegor can sue delagee

• 1) Automatic consideration to delagee
• 2) Obligee can sue delagor
• 3) Delagor can sue delagee
• 4) Spelit of authority on wheather obligee can sue delagee

• Assignment is also an implied delegaton of unperfomred duties unless stated oterwise
• Delagee is liable to obligee

Contract made for benefit of someone other than the contracting parties

• Donee beneficiarry: someone getting benefit as a gift like flowers. they can sue
• Creditor beneficiary: getting benefit because it is leagally due to them. ex premium, life insurance and can sue

It was not intended to benefit someone but it does so therefore they have no rights

Incidental beneficiaries tso have no right to sue

• Duty dishcarged if specifiec event doesn not occur
• Ex: buying a house depending upon mortage
• Must happen inorder to be inforced
• Must be written in contract

• Duty dishcared if even does occur
• Must be written in there
• Pay rent unless dischared

• To sue, plaintiff must have indicated he as ready, willing, and able to perform at the time the other breached.
• If not then other dischared since other was nto ready, willing and able to perform

• Subjective standard: tastse or comfort. Paint picture and doens't have to take if don't like
• Objective standard: waht a reasonable person does

• Complete performance: all done so discharges
• Doctrine of substantial performance: if a party in good faith substanitailly performs the contract, he may collet the contract price minus cost of acutaly damage fromt he breach

• Time is of the essence: any lateness as al is a material breach and is discharged
• Comercially reasoanable: late performace is acceptagble with a reasonable time

• Actual: one side breached so other discharged
• Anticipatory (not to debts): they tell you they are going to breach

Terminate with death of either party

If subject of ontract gets destroyed, then dishcarged

• Must be objective
• Impossible that no one can do this now
• Corn, my corn crop

• could be possible but it is beyond impractiable
• Rip-rap across river

• Still possible but the even has frustreated the purpose of enven
• transporting horse that dies

Can't be force to do illegal things

• Recissions: agree to not to it al all
• Novation: relae and look to someone else to complete it (sublease)
• Accord and satisfaction: both agree to change consideration to somehting else (ipod)
• Waiver: aggre to give up right on contract- realeas form some obligation

• bankruptcy: eliminate some debt
• statue of limitations: time period for sueing runs out
• alteration of legal document: like forgery, if you change it then give up right for it

• Compensatory: most common economic loss you have because other breached the contract
• Puntitive: fine against defendent so plaintiff gets money
• Liquidated: amount spelled out in advance in a contract
• Nominal: small amount awarded when plaintiff proven but haven't sufferd loss

• a) forseeability: needto astablish at the time making contract that defendent needs to see that you could breach..see that could happen
• b) certainty
• c) causation: really was other person breach that caused you the harm
• d) Mitigation: reasonable steps/effors to minimize harm would suffer from breach

• Make him go thorugh with it
• only can when contract is unique

• Positive: court order telling person have to do somthing
• Negaitve: telling to stop doing somtihng

Getting rid of the contract

Court is orgering what is nessisary to put you back in position before made contract