Contract Essay

Question 1

Contract Essay Approach UCC

Answer 1

Applicable Law

• Ucc/Commonlaw
• Goods
• Merchant

Formation

Statute of Frauds

Question 2

Contracts

Disclaimer

Answer 2

Eliminates Warranty

To eliminate Warranty there much be:

1) Conspicuous writing
2) That specifically mentions merchantability

• Conspicuous:
  
  • must be written so that a reasonable person against whom it operaties ought to have notice (Wont give if it unconscionable)

Question 3

Contract

Breach

Answer 3

Occurs wen a party to the contract does not perform without legal justification

• If breach is materiel, performance by the non-breaching party is excused
• Breach is materiel if goes to heart of contract.

Question 4

Contract

Duty To Perform
Condition Subsequent

Answer 4

Every contract has condition which must be excused or satisfied so that both parties have obligations to perform

Condition Subsequent:
* Is an event, other than the passage of time, the occurrence of which cuts off an already existing duty to performance. ( maybe expressed or denied)

Question 5

Statute of Frauds (Sale of Goods)

Merchant Conformity Memo Exception

Answer 5

The UCC requires that a contract for a sale of goods for %500 or more be in writing signed by the party to be charged to satisfy the statute of Frauds.

Exception:
* Under the UCC, any writing confirmation sent by a merchant will operate to bund both parties unless the merchant who received it objects within 10 days.

Question 6

Prospective Inability to Perform

Answer 6

A party may have reasonable grounds to believe the other party will be unable or unwilling to perform when performance is due.

• the innocent party may suspend his own performance until he receives adequate assurance of performance.
• if they are not forthcoming, he may treat as failure as a repudiation.

Question 7

Contract Remedy: Rescission

Unilateral Mistake

Answer 7

Rescission will treat contract as viodable and restore the parties to their original position before the K was made.

Unilateral Mistake:
* can be grounds for rescission when non-mistaken party knew or should have known of the mistake, or when mistaken party would suffer great hardship.

Question 8

Contract

Doctrine of Substantial Performance
Undue Economic Waste

Answer 8

The condition of complete performance may be excused if there is substantial performance.

• It is judged by
  1) the amount of benefit conferred,
  2) Hardship to the breaching party,
  3) Whether the breach was willful or trivial,
  4) the adequacy of damages.

Undue Economic Waste
* If completion would involve undue economic waste, the measure of damages will be difference between the value of what the owner would have received for proper performance and the value of what the owner actually received.

Question 9

Contract Discharge

Impossibility
Simple

Answer 9

1) death or Physical Incapacity
2) Illegality
3) Destruction of subject Matter

Question 10

Contract Discharge

Impracticality
Simple

Answer 10

Extreme and unreasonable difficulty that was unanticipated

Question 11

Essay Tip

Anticipatory repudiation

and

Prospective Inability to perform

Answer 11

When you see either one, talk about both!!!

Question 12

Essay

Anticipatory repudiation

Answer 12

Occurs if, prior to the time set forth performance, one party indicates he will not perform.

1) Their must be unperformed duties on both sides, and
2) Promisor must unequivocally indicate that he cannot perform when the time comes.
* Can be treated as an immediate breach.