Contracts Cases Flashcards

1
Q

Home Building v. Blaisdell : Housing Crisis Blues Deja Vu

A

BLL: In an attempt to “safeguard the vital interests of its people” a state could adopt legislation which had the effect of “modifying or abrogating contracts already in effect.”
FACTS: In 1933, Minnesota enacted the Mortgage Moratorium Law in an effort to combat the economic emergency posed by the Great Depression. The law extended the time period in which borrowers could pay back their debts on property to lenders. The state argued that this was a legitimate use of its police powers since Minnesota faced massive economic difficulties.

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2
Q

St. Ansgar Mills, Inc. v. Streit : Give me reasonableness, or give me corn

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BLL: UCC 2-204
(1) A contract for sale of goods may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of such a contract.
(2) An agreement sufficient to constitute a contract for sale may be found even though the moment of its making is undetermined.
(3) Even though one or more terms are left open a contract for sale does not fail for indefiniteness if the parties have intended to make a contract and there is a reasonably certain basis for giving an appropriate remedy.
FACTS: Duane Streit (D) has never refused delivery of grain he purchased by telephone prior to the incident which gave rise to this case.
D claims that the delivery of the written confirmation (August 10, 1996) of the previously made oral contract (July 10) did not satisfy the statute of frauds because; (1) he was not a merchant and (2) the confirmation was not received within a reasonable time after the alleged oral agreement.

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3
Q

Radke v. Brenon : Talk’s cheap…so’s your land now.

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BLL: Under Minnesota law, memoranda regarding the sale of land are sufficient under the Statute of Frauds when the memoranda express the consideration are inscribed by the party by whom the sale is to be made or by his lawful agent authorized in writing and state expressly or by necessary implication the parties to the contract, the lands involved, and the general terms and conditions upon which the sale will be made.
FACTS: Radke (P) sued Brenon (D) for specific performance for the sale of land, claiming that under the circumstances, a letter written by Brenon (D) to Radke (P) offering the land was a memorandum sufficient to satisfy the Statute of Frauds.

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4
Q

Cloud Corp. v. Hasbro, Inc. : Speak now or forever be fucked

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BLL: Informal writings acknowledging a proposed modification of a contract for the sale of goods for more than $500 satisfy the requirement of a writing under U.C.C. 2-201 and 2-209. The offeree’s silence is not interpreted as rejection in this situation because transaction costs would be high if the offeror had to quiz the offeree on whether every term in the offer not mentioned in the acceptance was acceptable to the offeree. Cloud, the offeree, knew that Hasbro wanted the modification provision and if this was unacceptable it should have said so.
FACTS: Hasbro, Inc. (D) refused to accept products manufactured by Cloud Corp. (P). Cloud Corp. (P) sued, alleging that Hasbro, Inc. (D) was contractually obligated to pay for the products.

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5
Q

Capital One Bank USA NA v. Gregorich : Florida, where choice of law will kill you.

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BLL: Choice of Law provision in the “Customer Agreement” says that any suit would be governed by Federal and Virginia law. “A choice of law provision applies only to substantive law, not procedural law. Florida courts will apply the substantive law of the state set forth in a choice of law provision and Florida’s procedural law.”
FACTS: Capital One files a “Motion for Summary Disposition” (Summ. Judgment?); Gregorich files a response seeking dismissal alleging that the action is barred by the SoL. Capital One asserts that Florida SoL applies; Gregorich asserts that Virginia SoL applies.

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6
Q

BMC Industries Inc. v. Barth Industries, Inc. : Barth’s PMS.

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BLL:
I. Predominate Purpose Test
The court determines whether the predominate purpose of the transaction is to sell the goods or to provide the service, and so whether or not to apply the UCC. To determine the predominate purpose, courts look at the predominate component in the transaction:
the language of the contract,
the objective of the parties in entering the contract,
whether there are “movable goods” involved in the transaction,
the ratio of the price of the goods to the whole price of the contract,
the nature of the business of the supplier, and
the intrinsic value of the goods without the service.
II. Merchant Modification
UCC 2-107: The additional terms are to be construed as proposals for addition to the contract. Between merchants such terms become part of the contract unless:
a. The offer expressly limits acceptance to the terms of the offer;
b. They materially alter it; OR
c. Notification of objection to them has already been given or is given within a reasonable time after notice of them is received.
III. Sufficient Waiver (without detrimental reliance)
UCC 2-109: Waiver NEED NOT be accompanied by detrimental reliance
FACTS: BMC asked Barth to manufacture automated machines to manufacture eye-glass lenses. Contract’s last written amendment set the deadline in October 1987. May 1989, Barth notified BMC that it had completed production and that it would ship. BMC and Barth had been in contact all throughout the process. BMC refused delivery and filed the lawsuit in June of 1989.

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7
Q

National Historic Shrines v. Dali : Surreal Service.

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BLL: An agreement for rendition of services during an appearance before the cameras with resultant contribution of the painting then made and subsequent hope of sale thereof by P to the public is not viewed as a sale of goods within the terms of the SoF.
FACTS: Dali was to go on a show, produce a painting on live television, and have the painting be auctioned off to the public. Dali moves for summary judgment asserting, inter alia, that the SoF requires written confirmation for the SALE OF GOODS which are over $500.

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8
Q

D.G. Porter, Inc. v. Fridley : TGIFridley’s

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BLL: The UCC sales provision applies to the sale of an ongoing business only if the essential element or nature of the K is for the transfer of movable goods, and the transfer of items other than movable goods, such a goodwill or realty, and the performance of other acts, such as the assignment of a lease or transfer of a license, are merely incidental or secondary elements under the K.
FACTS: Written agreement for the sale of a bar-cabaret-restaurant business. The Court holds that the transaction was not for “sale of goods” and therefore not governed by the UCC.

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9
Q

iLan Systems, Inc. Netscout Service level Corp. : Technically not for technical stuff.

A

BLL:
(1) The purchase of software might seem like an ordinary K for the sale of goods, but in fact the purchaser merely obtains a license to use the software; never is there a “passing of title from seller to the buyer for a price.”
(2) However, when there is no other body of law in existence, the court will use the UCC when it best fulfills the parties’ expectations.
FACTS: i.Lan (P) claims that they have a right to the perpetual upgrades of NextPoint’s(D) software and unlimited support (specific performance). D defends that based on the “clickwrap” language limits their liability to the price paid for the software ($85,231.42).

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10
Q

Saxton v. Pets Warehouse, Inc. : Monty Python’s “Dead Dog” sketch.

A

BLL: A dog falls within the definition of “goods” as set forth in UCC 2-105 and D was a “merchant” within the meaning of UCC 2-104 (1).
FACTS: Plaintiff purchased a dog from defendant. The dog died soon after plaintiff purchased it and plaintiff sued defendant to recover damages. The trial court found that the dog was unfit for purchase and awarded plaintiff the purchase price of the dog. Defendant appealed.

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11
Q

Slodov v. Animal Protective League : SPCA ain’t UCC

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BLL: A writing governing the total obligations which result from the parties’ agreement = K. A dog is considered a ‘good’ as defined by UCC s. 2-105(1). A sale occurs when there is a passing of title from seller to the buyer for a price.
Because the Animal Protective League (APL) is not a “merchant” and does not have “sales” the UCC does not apply. APL is non-profit adoption organization. Adopted Animals = no sale = no UCC. UCC warranties of merchantability and fitness does not apply because the Humane Society is not in the business of selling dogs and therefore falls outside of the UCC’s definition of a “good.”
FACTS: The individual adopted a puppy from the shelter and paid a fee. The individual signed an adoption agreement that provided that the shelter would treat the dog at no cost to the individual for two weeks after the adoption. The agreement specifically provided that the shelter would not be responsible for the treatment of the animal outside the shelter clinic. On two occasions after the adoption, the individual brought to dog to an independent veterinarian for medical services.

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12
Q

Travelers Prop. Gas Co. v. Saint-Gabin Technical Fabrics Canada : BLAME CANADA

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BLL: The CISG applies to contracts of sale of goods between parties whose places of business are in different States when the States are Contracting States. CISG Art. 1(1). The parties may exclude the application of this Convention. CISG Art. 6. Since both Canada and the US have ratified the CISG, it applies in this case unless the parties have excluded its application. A majority of courts interpreting choice of law provisions conclude that a reference to a particular state’s law does not constitute an opt out of the CISG; instead, the parties must expressly state that the CISG does not apply.
FACTS: Plaintiffs, an insurer and a company which provided design-related services for construction of an arena, sued defendant supplier, alleging that mesh it provided was defective and caused delamination. The 12 claims for relief included, inter alia, (1) common law indemnification, (2) contribution under Colorado statute, and (3) contribution under Minnesota statute.

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13
Q

Prime Start, LTD. V. Maher Forest Product, LTD : Non-conforming Wood

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BLL: Art. 1(1)(a) of the CISG provides that the CISG governs disputes between international parties of Contracting States. Because P’s company is in the British Virgin Islands (which is not a signatory to the CISG), Art 1(1)(a) does not provide basis for application of the CISG.
FACTS: Plaintiff supplier entered into a contract with defendants wood product manufacturer and inspector for approximately $ 1 million of cedar siding. The supplier’s complaint alleged that both the manufacturer breached the contract by supplying nonconforming goods while the inspector breached by allowing delivery of nonconforming goods to the job site in Russia.

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14
Q

Weisser v PNC Bank, NA : You shall not PASS, PUNK!

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BLL: Mandatory vs. Permissive
▫ Mandatory – Litigation “must” or “shall” be brought in the selected forum
▫ Permissive – Litigation “may” be brought in the selected forum
The general rule is that a FSC will be considered permissive where it LACKS words of exclusivity.
FACTS: P got a loan saying litigation was in Kansas and a rate agreement saying litigation was in Missouri.

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15
Q

Carnival Cruise Lines v. Shute : Carnival Forum Slip’n’Slide

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BLL: Forum selection clauses are binding even if they are not bargained for
FACTS: Woman slipped on a west-cost cruise, tries to sue in WA. Ticket has a forum selection clause for FL.

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16
Q

Buckeye Check Cashing v. Cardegna : Buckeyed Arbitration

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BLL: Challenges to the entire contact will NOT void an arbitration clause. The court will not sever the agreement; BUT a challenge to the validity of an arbitration clause will be heard in a court. If you are challenging the arbitration clause itself, the Court can decide. You cannot challenge the contract as a whole in court if there is an arbitration agreement in the Contract.
FACTS: Clause in the contract being called usurious said that all disagreements went to an arbitrator. When the contract is being challenged as usurious, can the single clause for arbitration still be binding?

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17
Q

Rent-a-Center v. Jackson : Rent-a-Djudication

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BLL: Two types of Arbitration validity challenged: (1) Challenges specifically the validity of the “agreement to arbitrate” (ex: Whether the parties have agreed to arbitrate or whether their agreement covers a particular controversy). (2) Challenges the K as a whole, either on a ground that directly affects the entire agreement, or on the ground that the illegality of one of the K’s provisions renders the whole K invalid.
ONLY THE FIRST TYPE OF CHALLENGE IS RELEVANT TO A COURT’S DETERMINATION ON WHETHER THE ARBITRATION AGREEMENT AT ISSUE IS ENFORCEABLE.
FACTS: The employee had signed an arbitration agreement that provided for arbitration of disputes arising out of his employment, including discrimination claims. The agreement also provided that the arbitrator, and not a court, had exclusive authority to resolve any dispute relating to the enforceability of the arbitration agreement.

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18
Q

Thompson v. Libbey : Parol Log

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BLL: Parol evidence can NEVER be used to contradict a contract term. Parol evidence cannot be used to add a term to a contract when there is no mention of it in the contract.
FACTS: P sells logs to D that went bad at a time with no Implied Warrant of Merchantability. D sues on a warranty that wasn’t in the contract by bringing in parol evidence.

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19
Q

Masterson v. Sine : Half Full, Half Part

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BLL: Even where a writing appears complete on its face, evidence to prove the existence of a collateral agreement may be offered if the collateral agreement is such that it might naturally be made as a separate agreement by parties similarly situated.
COLLATERAL AGREEMENT –– An agreement that is made prior to or contemporaneous with a written agreement, which is admissible in evidence as long as it is consistent with the written document.
FACTS: Masterson (P) conveyed a property to Sine (D), reserving an option to purchase for ten years; Masterson (P) was later adjudged bankrupt, and his trustee brought an action to enforce the option to purchase.

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20
Q

Jenkins v. Eckerd : The missing puzzle piece

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BLL: A contract which is clear, complete and unambiguous does NOT require judicial construction. Only when a fully integrated contract’s terms are ambiguous will a court use parol evidence to interpret. A merge clause is highly persuasive that a contract is fully integrated.
RST 204: When parties to a bargain sufficiently defined to be a contract have not agreed w/respect to term which is essential, term which is reasonable in circumstances is supplied by the court.
FACTS: A drug store wants Delchamps (grocery store) as an anchor tenant. They go broke and are replaced with a new grocery store. Was the clause for a grocery store or for delchamps specifically?

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21
Q

Wisconsin Knife Works v. National Metal crafters : Ginsu Waiver

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BLL: UCC 2-209 implicitly requires that for a non-modification agreement to be waived, the challenging party must have relied on the waiver to its detriment––but it really should be in writing.
FLORIDA (and WIDEN): Waiver if (1) Reliance OR (2) Evidence that the waiver was clear and unequivocal.
FACTS: Metal crafters was making drill bits. WKW refuses to keep accepting late shipments. NMC says the non-modification agreement was waived by WKW’s actions

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22
Q

Payne v. Cave : Payneful Cavein at Auction

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BLL: RST 24: An auctioneer’s request for bids is only a solicitation of offers. A bid (which is an offer) can be revoked anytime before the hammer falls.
FACTS: Auction for a worm tub in which the bidder (D) was the highest bidder, bidding 40 pounds for the tub. But before the auctioneer’s (P) hammer came down, bidder revoked his bid. The next day another auction is held and the defendant buys the tub for 30 pounds.

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23
Q

Dickinson v. Dodds : D’n’D Mirror Mind

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BLL: RST 43: There is no requirement that an express or actual withdrawal of the offer is mandated. To constitute a K, the two minds were at one, at the same moment in time, there was an offer continuing up to the time of acceptance. If there was no such continuing offer, then the acceptance comes to nothing.
FACTS: On the10th of June Dodds (D) signed and delivered a memorandum to Dickinson (P). Said memo contained language, agree to sell; for the sum; and a description of real property. It also contained specific date, time of acceptance. P discovered D was eliciting the sale elsewhere and submitted a letter of acceptance to D’s mother-in-law at 7:30 p.m. prior to the evening of the deadline. D never received the letter. A duplicate was delivered to D the next morning, but D refused to accept it. D had sold the property the previous day.

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24
Q

Adams v. Lindsell : END OF FUCKING CONVERSATON

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BLL: RST 35, 36, 41: Ordinarily, an offer made by one to another in a face-to-face conversation is deemed to continue only to the close of the conversation and cannot be accepted thereafter.
FACTS: J. B. Sedberry’s (D) president had not responded to an offer of resignation by Akers (P), an employee under contract, during the conversation in which it took place, but she later sent him a telegram attempting to accept his offer.

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25
Q

Morrison v. Thoelke : More Mail, More Problems Tho’

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BLL: RST 63 (a): Unless the offer provides otherwise, an acceptance made in a manner and by a medium invited by an offer is operative and completes the manifestation of mutual assent as soon as put out of the offeree’s possession, without regard to whether it ever reaches the offeror.
FACTS: On November 26, 1957, appellants, as purchasers, executed a contract for the sale and purchase of the subject property and mailed the contract to appellees who were in Texas; and that on November 27, 1957, appellees executed the contract and placed it in the mails addressed to appellants’ attorney in Florida. It is also undisputed that after mailing said contract, but prior to its receipt in Florida, appellees called appellants’ attorney and cancelled and repudiated the execution and contract. Nonetheless, appellants, upon receipt of the contract caused the same to be recorded.

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26
Q

Beaumount v. Prieto : Common Counter Cockup

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BLL: RST 39: Under Common Law, an offer is destroyed by a counter-offer being made, and the offeree cannot turn around later and try to accept the original offer.
FACTS: A counter-offer was made for the sale of land, but then the original offer was attempted to be accepted.

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27
Q

Carlill v. Carbolic Smoke Ball : Ads up in smoke!

A

BLL: RST 26; RST 29; RST 32: Advertisements of goods are not ordinarily intended or understood as offers to sell. It is possible to make an offer by advertisement directed to the general public, but there must ordinarily be some language of commitment or some invitation to take action without further communication. An offer may create separate powers of acceptance in an unlimited number of persons, and the exercise of the power by one person my or my not extinguish the power of another.
FACTS: D advertised that if you tried the product and still got the flu, they’ll pay you $100; P did this & got the flu

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28
Q

Leonard v. Pepsico : That fucking Pepsi JET ad.

A

BLL: RST 26, cmt. b; UCC 2-201: Advertisements of goods are not ordinarily intended or understood as offers to sell. It is possible to make an offer by advertisement directed to the general public, but there must ordinarily be some language of commitment or some invitation to take action without further communication. Also, the value of the alleged contract meant that it fell under the provisions of the statute of frauds, but the Statute’s requirement for writing between the parties was not fulfilled, so a contract had not been formed.
FACTS: Smart-ass kid gets 7,000,000 pepsi points and tries to claim a Harrier Jet. They refused so he sued.

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29
Q

Lucy v. Zehmer : Lucy Steals Deal (LSD)

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BLL: RST 17-20; RST 201; RST 110: If a person’s words and acts, judged by a reasonable standard, manifest a certain intent, it is immaterial what may be the real but unexpressed state of that person’s mind.
FACTS: Zehmer (D) claimed his offer to sell his farm to Lucy (P) was made in jest.

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30
Q

Embry v. Hargadine : Secret Intentions

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BLL: RST 53; RST 201: The secret feelings, intentions, or beliefs of a party will not affect the formation of a contract if their words and acts indicate that they intend to enter into a binding agreement.
FACTS: Embry (P) was allegedly rehired by Hargadine, McKittrick (D) after his employment contract had expired. Hargadine, McKittrick (D) denied the rehiring.

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31
Q

Oswald v. Allen : Swiss Coin Conspiracy

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BLL: RST 20; UCC 2-201: When any term in an agreement is ambivalent and the parties understand it in different ways, there cannot be a contract––unless one of them should have been aware of the other’s understanding. Also, for UCC, quantity is the most important term.
FACTS: Oswald thought he was buying all Swiss coins; Allen thought she was selling only the “Swiss Coin Collection.”

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32
Q

Akers v. Sedberry : What fAkers Sed?

A

BLL: RST 35, 36, 41: An offer may be terminated by rejection or by not being accepted within a fixed time, or in a reasonable time. Generally, when face to face negotiations are taking place an offer expires at the end of the conversation unless the parties indicate otherwise (same for a telephone conversation).
FACTS: After a meeting, Akers offered to resign at a meeting with Sedberry. Sedberry either refused or didn’t say anything, but it never came up again in the conversation. Next day she tried to accept the offer.

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33
Q

Hill v. Gateway : Gate-a-Way with Anything

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BLL: UCC 2-204, 2-206: A buyer accepts goods when, after an opportunity to inspect, he fails to make an effective rejection. A vendor, as master of the offer, may invite acceptance by conduct, and may propose limitations on the kind of conduct that constitutes acceptance. One of these terms was an arbitration clause. 30 day accept-or-return offers are valid, even if not read or bargained for.
FACTS: Hill orders computer on the phone and gives Gateway credit card number a box arrives with terms said to govern unless the comp is returned in 30 days. Customers don’t have to read shrinkwrap license where terms arrive with the computer including the arbitration agreement in dispute.

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34
Q

Roto-Lith v. Bartlett : Bizzaro Quick Draw Bartlett

A

BLL: UCC 2-207: “Last shot rule”: Gives a structural advantage to the person who sends the last piece of paper.
FACTS: D makes the adhesive for P’s vegetable bags. D responds to an order with forms that said no warranties. P accepted the product that D sent.

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35
Q

Northrop v. Litronic : Altered Materials

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BLL: UCC 2-207: “Material Alteration” creates a counter offer. “A response which states a condition materially altering the obligation solely to the disadvantage of the offeror is an acceptance expressly conditional on assent to the additional terms…so because Roto-Lith (buyer) accepted the goods with knowledge of the conditions specified in the acknowledgment it thereby became bound. In other words…the D’s (seller’s) acceptance was conditional on assent, by the buyer, to the new terms and, therefore, constituted a counteroffer rather than an acceptance. When the buyer accepted the goods with knowledge of the seller’s conditions, it accepted the counteroffer and the seller’s terms governed the K.”
FACTS: Litronic sent an offer form with a 90 day warranty. Northrop accepted with a form that said all warranties were unlimited. Northrop returns motherboards six months later.

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36
Q

Ionics v. Elmwood Sensors : Elmwood sez Knock You Out

A

BLL: UCC 2-207(3): “Knock Out Rule”: Where the terms in two forms are contradictory, each party is assumed to object to the other party’s conflicting clause.
FACTS: Ionics (P) sued Elmwood (D) to recover costs incurred as the result of fires allegedly caused by defective thermostats it purchased from Elmwood (D).

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37
Q

Pinnel’s Case : Pay Early

A

BLL: A lesser sum cannot be accepted in satisfaction of a greater sum, without some additional consideration––LIKE PAYING EARLY.
FACTS: Creditors trying to repay debts with a lesser sum being accepted for a greater sum.

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38
Q

Foakes v. Beer : Most expensive Foaking Beer

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BLL: Though the agreement did not contemplate the interest owed, it could still be implied given an enforceable agreement. However, the promise to pay a debt was deemed not to be sufficient consideration as there was no additional benefit moving from Foakes to Beer that was not already owed to her.
FACTS: Foakes owed Beer a sum of £2,090 19s. Beer agreed that she would not take any action against Foakes for the amount owed if he would sign an agreement promising to pay an initial sum of £500 and pay £150 twice yearly until the whole amount was paid back. Beer waived any interest on the amount owed. Foakes made the payments as agreed without any interest. Beer sues Foakes for the interest.

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39
Q

Mills v. Wyman : Cat’s in the cradle and your kid is dead

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BLL: A moral obligation is insufficient as consideration for a promise.The general statement is that it is not sufficient consideration for the express promise. The difficulties and differences of opinion involved in the determination of what is a moral obligation are probably much greater than those involved in determining the existence of a legal obligation.
FACTS: Mills (P) took care of Wyman’s (D) son without being requested to do so and for so doing was promised compensation for expenses arising out of the rendered care by Wyman (D). Wyman (D) later refused to compensate Mills (P).

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40
Q

Webb v. McGowin : Webb of Debts

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BLL: RST 86: A moral obligation is a sufficient consideration to support a subsequent promise to pay where the promisor has received a material benefit. ALSO, if you start to pay on a promise, you can’t just stop.
FACTS: Webb (P) saved the now deceased J. McGowin from grave bodily injury or death by placing himself in grave danger and subsequently suffering grave bodily harm. J. McGowin, in return, expressly promised Webb (P) compensation. McGowin’s executors (D) now refuse to pay the promised compensation.

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41
Q

Alaska Packers’ Ass’n v. Domenico : Alaska Pack’s Domenico over a barrel

A

BLL: If you refuse to perform a contract, and coerce a higher price, that higher price is NOT based on any consideration, and thus is not enforceable. Thus, promises to pay a man for that which he is already under contract for do NOT have consideration.
▪ *When is it possible to re-negotiate?
▫ When there is good faith??
FACTS: Fisherman go to Alaska to fish having signed a contract. Once there, they find the nets to be bust. They say the won’t work unless their salary is doubled. Boss has no choice.

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42
Q

Watkins v. Carrig : Wat? I don’t carrig you said dig. That’s rock!

A

BLL: A mutual agreement to modify an executory contract, if freely consented to by both parties, is valid and enforceable. Changes to meet changes in circumstances and conditions should be valid if the law is carry out its function and service by rules conformable with reasonable practices and understandings in matters of business and commerce. Rescission in full or in modification being intended, it should be effective although the result benefits only one party and places a burden only on the other.
FACTS: Parties entered an agreement to excavate the basement. When there was granite, he stopped work and asked for more. P granted contract, then sued.

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43
Q

Schnell v. Nell

A

BLL: A K will be vitiated for lack of consideration where the consideration is only nomial and is intended to be so.
FACTS: Out of cosideration for his deceased wife, Schnell (D) agreed to pay Nell (P) $200 in return for P’s payment of one cent and agreement to forbear all claims against his wifes estate.

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44
Q

Hamer v. Sidway

A

BLL: Forbearance in response to a promise is consideration.
FACTS: D promised to pay P $5000 if P forbore from drinking, tobacco, swearing, or gambling until 21.

45
Q

Dyer v. Nat’l By-Products : By-Product Benefits of Stupid

A

BLL: RST 74: Settlement of an unfounded claim asserted in good faith constitutes valuable consideration for settlement agreements.
FACTS: Dyer (P) sued National (D) for breach of a settlement agreement regarding a job-related accident.

46
Q

Wood v. Lucy, Lady Duff-Gordon (Cardozo)

A

BLL: UCC 2-306(2): An agreement for exclusive dealing in goods imposes, unless otherwise agreed, an obligation to use best efforts by both parties. While an express promise may be lacking, the whole writing may be instinct with an obligation––an implied promise—imperfectly expressed so as to form a valid contract. The finding of an implied promise for the purpose of finding sufficient consideration to support an express promise is an important technique of the courts in order to uphold agreements which seem to be illusory and to avoid problems of mutuality of obligation.
FACTS: Lucy enters a contract with Wood where he markets designs with her name on it and they split the profits. She does things without him and doesn’t split. He sues.

47
Q

IFC Credit v. Bulk Petroleum : Credit Cockup by Cashing Checks

A

BLL: Under UCC 3-311, to constitute an accord and satisfaction there must be:
a) a bona fide dispute;
b) an unliquidated sum;
c) consideration;
d) a shared and mutual intent to compromise the claim;
e) execution of the agreement; and
f) the instrument or accompanying written communication contain a conspicuous statement to the effect that the instrument was tendered as full satisfaction of the claim.
FACTS: Π (“Lessor”) filed suit alleging that Δ corporation (“Lessee”) and its chief operating officer breached a lease, under which the corporation leased gasoline tanks and other equipment from Π with an option to purchase at the end of the lease term. Δ claimed that the lease had been concluded through an accord and satisfaction executed with the assignee of Π’s rights under the lease. Π assigned the lease to Finova Capital Corp. (“Assignee”). Δ and Π began negotiations concerning the termination of the lease and Assignee instructed Δ to conduct such negotiations with Π. Subsequently, Δ sent a check and letter to Assignee stating that the check was in full satisfaction of both the lease agreement and purchase option. Π retained the money, claiming that it was only partial satisfaction of the lease and option.

48
Q

Kirksey v. Kirksey : Widow Won’t Put Out, Kirksey Kicks Out

A

BLL: A mere gratuitous promise is without the consideration necessary for enforcement as a contract. RST 90: A promise which the promisor should reasonably expect to induce action or forbearance on the part of the promisee or a third person and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise. The remedy granted for breach may be limited as justice requires.
FACTS: Man told his brother’s widow that he would provide for her family if she sold her house and moved 60 miles. She did, but then he kicked her out after 2 years. Court tries to find consideration, but only says “mere gratuity” and not enforceable. But one judge adds “that the loss and inconvenience, which the P sustained in breaking up, and moving to the D’s, a distance of sixty miles, is a sufficient consideration to support the promise.”

49
Q

Seavey v. Drake : Convey to Seavey

A

BLL: RST 129: A contract for the transfer of an interest in land may be specifically enforced notwithstanding failure to comply with the Statute of Frauds if it is established that the party seeking enforcement, in reasonable reliance on the contract and on the continuing assent of the party against whom enforcement is sought, has so changed his position that injustice can be avoided only by specific enforcement.
FACTS: D promised to give land to P. P took possession of it and made large expenditures and permanent improvements on it. P alleges that he induced by the gift of the land to enter into possession and make these changes to the land.

50
Q

Devecman v. Shaw

A

BLL: RST 90: Sufficient consideration is present where the performing party, in reliance on the other party’s promise of repayment, has done something in a manner which he otherwise would not have been compelled to do.
FACTS: At his employer’s request, and in return for his promise of repayment, an employee expended his own funds in making a non-
business trip to Europe.

51
Q

Ricketts v. Scothorn : Scorning Scothorn

A

BLL: Detrimental reliance in the form of forebearance warrants Promisory Estoppel.
FACTS: The grandfather of the payee (Π) made and delivered to Π a promissory note. The note was given as a gratuity, to enable Π to quit her employment. Upon the grandfather’s death, Π sought recovery on the note from the executor (Δ).

52
Q

Allegheny College v. National Chautauqua County Bank of Jamestown

A

BLL: RST 90-Charitable subscriptions are binding
FACTS: Woman plege to donate $5000 to a college in exchange to have the scholarship fund named after her.

53
Q

Feinberg v. Pfeiffer Co.

A

BLL: Consideration sufficient to support a K must either benefit the promisor or serve as a loss/ detriment to the promissee. If P relies on D’s promise by retiring.
FACTS: Old president of a company promised Feinberg a monthly pension upon retirement. New President doesnt provide the pension.

54
Q

Hayes v. Plantations steel Co.

A

BLL: A promise made to an employee upon the announcement of his retirement is not enforceable.
FACTS: Hayes (P) tried to enforce a promise made to him upon announcing his retirement that he would receive a pension.

55
Q

Drennan v. Star Paving Co.

A

BLL: Reasonable reliance on a promise binds an offeror even if there is no other consideration.
FACTS: Drennan (P) sued Star (D) to recover damages when Star (D) could not perform the paving work at the price quoted in its subcontracting bid.

56
Q

Hoffman v. Red Owl Stores Inc.

A

BLL: Where it’s necessary to prevent injustice, a promisor will be held to their promise if they reasonably expected that promise to induce reliance on the part of the promisee and they actually did so.
FACTS: Hoffman approached RO to set up a grocery store franchise and RO encouraged him to take a series of actions towards opening the store. RO never promised Hoffman a store and negotiations eventually collapsed and the deal fell through

57
Q

Knott v. Racicot

A

BLL: A seal no longer constitutes consideration for option Ks
FACTS: P, a potential buyer of property, sought to invalidate the right of first refusal for lack of consideration.

58
Q

Hawkin v. Mcgee

A

BLL: The purpose of awarding damages for breach of contract is to put the plaintiff in as good a position as he would have been in had the defendant kept his contract.
FACTS: McGee (D), a surgeon, performed an unsuccessful operation on Hawkins’s (P) hand after having guaranteed to make the hand 100% perfect. Hawkins (P) was awarded damages for pain and suffering and for “what injury he has sustained over and above the injury he had before.”

59
Q

ACME Mills and elevator CO. v. Johnson

A

BLL: Sometimes “efficient breach” is the best option for all parties involved. Buyer is entitled to damages against seller and the measure is the difference between the contract price and the market price at the place and time of delivery.
FACTS: D agreed to sell P wheat and P was going to provide sacks. D failed, and sold for higher price.

60
Q

Neri v. Retail Marine Corp.

A

BLL: A seller may recover to purchase a sales contract when the buyer defaults ont he purchase is the contract market differential measure of damage is inadequate to put the seller in as good a position as performance would have done
FACTS: neris (P contracted to purchase a boat from retail Marine (D). Later P wrongfully rescinded the contract and the then brought suit for recovery of his deposit. D counterclaimed seeking damages for its lost sake,

61
Q

Fertico Belgium S.A. v. Phosphate Chemicals Export Ass’n

A

BLL: A covering buyer’s damages are equal to the difference between the presumably higher cost of cover and the K price, plus incidental or consequential dmages suffered on acount of the breach. minus expenses saved.
FACTS: Phoschem breached it K to timely deliver goods to a buyer (Fertico). F purchased a substitue good in order to meet its 3rd party oblligations. (Incidental)

62
Q

Parker v. 20th Century Fox-Film Corp.

A

BLL: Projected earnings from other employment opportunities only offset damages if the if te employment is substantially similar to the that of whch the employee had been deprived. Generally required to mitigate damages unless cannot find comparable work.
FACTS: Parker, an actress accepted a role in a musical. Fox then scrapped the film and offered her another role in a dfferent genre. P declined and sued for opportunity costs.

63
Q

Rockingham County. V. Luten Bridge Co.

A

BLL: If a contract is repudiated and notice given, then the non-breaching party files an action to recover damages he may have sustained from the breach.
FACTS: County had Luten build a bridge. Then new leadership tells them to stop. Luten kept building, then sues for all materials. Measurement should be for labor and materials expended and expense incurred prior to repudiation, plus the profit realized if the contract had been carried out to term.

64
Q

Jacob and Yong, Inc. v. Kent (almost done is close enough)

A

BLL: An omission, both trivial and innocent, will sometimes be atoned for by allowance of the resulting damage, and will not always be the breach of a condition to be followed by a forfeiture.”
FACTS: P was supposed to build a house for D. The plumbing for the home had very detailed specifications, which were not completely followed by P. D occupied the home and realized that the plumbing pipes were not as specified in the contract. D asked P to fix them, which would have been very difficult because it meant replacing big parts and incurring big expenses. P did not fix the pipes. P asked for a certificate that the final payment was due, D refused, P filed this suit

65
Q

Peevyhouse v. Garland Coal and mining Co.

A

BLL: Where a the economic bebfit to a non-breaching party by full performance of a K would be grossly disportionate to the cost of performance, the damages that party may recover are limited to the diminution in value resulting to it property because of the non-performance.
FACTS: Garland (D) refused to do certain restorative work on the property it had leased from Peevyhouse (P) when it was finished with its mining operation.

66
Q

Chicago Coliseum club v. Dempsey

A

BLL: Damages must be established by evidence from which a court can ascertain the extent of such damages by the usual rules of evidence to a reasonable degree of certainty. A party can recover ONLY damages which naturally flow from the act complained of.
FACTS: P contracted with D (a boxer) to have him fight at the venue. When P contacts D about doing some insurance work, Dempsey replied that no contract had been formed between P and D. D had contracted to fight someone else, and P successfully enjoined (prevented) him from doing so.

67
Q

Kenford Co. Inc v. Erie County

A

BLL: Toestablish loss of future profits as damages for breach of K, a party must demonstrate with cerainty that such damages have been caused by the breach, and the alleged loss must be capable of proof with reasonable certainty.
FACTS: Kenford (P) filed suit for loss of profits when erie County (D) failed to construct a domed stadium that kenford (P) was going to operate.

68
Q

Sharick v. Southeastern University

A

BLL: Your damages calculations must be evidenced by a reasonabel degree of certainty.
FACTS: Sharick, a medical student, was dismissed arbitrarily, capriciously, and without any discernible rational basis from the medical program at Southeastern. He was awarded damages only equal to the tuition paid to the University. Appeals, claiming that the trial court erred in denying him the right to plead and prove loss of future earnings capacity.

69
Q

Hadley v. Baxendale

A

BLL: The injured party may recover damages that were reasonably considered from the breach itself, or consequential damages that were considered and explained at the time of the breach.
FACTS: Hadley (P) arranged to have Baxendale (D) ship his brokn mill shaft for for repairs. D delayed and P suffered $300 in repairs

70
Q

Campbell soup co. v, Wentz

A

BLL: P is was not entitled to specific performance under the contract when the contract was too one-sided to grant equitable relief, even though appellee farmers clearly breached the contract, and other remedies were unavailable.
FACTS: Campbell set up a ridiculous output K with Wentz. Prices go up due to carrot shortages, and Wentz sells to others. Campbel;s files suit to enjoin them.

71
Q

Walgreen Co. v. Sara Creek property Co. BV

A

BLL: The court will issue an injunction instead of awarding damages to (1) shift burden of determining true cost of D’s conduct form the court to the parties. It avoids costly supervision by the court. (2) prices/ costs more accurately determined by market than by the governemtn
FACTS: Walgreen had a lease that prevented a landlord from leasing a a space in a mall to another pharmacy

72
Q

Lumley v. Wagner (Opera Negative Injunction

A

BLL: Court cant compel D to sing, but can enjoin them from performing anywhere else.
FACTS: D entered into a K to sing for 3 months. decided to breach the K and perform somewhere else

73
Q

Security Stove and MFG Co. v, American RY Express Co. (Consequential notice)

A

BLL: Where a carrier has notice that a delay will cause a shipper an unusual loss, and where the notice was such that the carrier willbe presumed to have contracted with reference thereto, he is responsible for the actual damages occassion by the delay.
FACTS: D was late in delivering an exhibit shipped by P. P was awarded its expenses as damages. P was debuting a new product.

74
Q

Sulivan v. O’Conner

A

BLL: Where a offer promises to enhance physial beauty, breach of the Kwouldpermit recovery for pain and suffering, mental distress, and a worsening of the condition.
FACTS: D, a pplastic surgeon, promised to enhance Ps beauty by performing an operation on her nose. The nose ended up looking worse than before the operation. P sued for breach (and won)

75
Q

L. Albert and son v. Armstrong Rubber Co

A

BLL: The Restatement of Ks allows recovery of the promisee’s outlay ‘in necessary preparation’ for the performance, SUBJECT TO SEVERAL LIMITATIONS, of which one is that the promisor (D in this case) may deduct whatever he can prove the promisee would have lost, if the K had been fully performed
FACTS: P arguing for retribution of expenses incurred in reliance on the K.

76
Q

Oliver v. Campbell (Atty dues)

A

BLL: Where there is a K of employment for a definite term, is the employee is not limited to an action on the K for the fixed compensation or damages for the breach of the K.
FACTS: After the trial ended, but before the court had entered a final judgment, D sbstituted himself for P, thereby terminatinf Ps representation. P signed the substitution document and refused to pay P the fee stipulated in their express K.

77
Q

United States v. Algernon Blair, Inc.

A

BLL: Even though the normal expectation measure of damages will produce no recovery for P- he is entitled to recover in quantum meruit. Ps measure of recover will be the reasonable value of its performance aka the amount for which such service could have been purchased from one in p’s position at the time and place services were rendered. Contract price MAY be evidence of this amount.
FACTS: P contracts to perform sub-contract work for D, a general contractor. After part has been done D fails to make certain payments and P terminates work. P already owed $37,000. D shows if P had completed P would have lsot more thatn $37,000.

78
Q

Britton v. Turner

A

BLL: He is allowed to recover the reasonable value of services performed otherewise D would end up with 5/6 of the value of a whole years labor for free. This cant exceed the pro-rata contract price minus the damages from the breach
FACTS: P agrees to work for a year for D for $120. P works for 9 ½ months and then quits w/o justification

79
Q

Hansell v. Erickson

A

BLL: A party, who quit work before the expiration of the term of the contract, was not entitled to recover in quantum meruit, that there was no evidence to support and no justification in law to hold that the contract had required the employee to be paid at the end of each month, that the argument that the employee was a foreigner did not raise a legal defense, and that the court had given an improper instruction about the impeachment of witnesses but there was no proof that any witness had been impeached
FACTS: The employee had a contract to work on the employer’s farm for a number of months, but he quit working. The employee brought an action in quantum meruit to recover wages for the time that he had worked

80
Q

Hansberg v. Lystra

A

BLL: The Honsbergs had made a $10,000 deposit. The seller proved that actual damages amounted to $4,826.26. The Court then gave the balance of 5,173.74 (+ 4,826.26 = 10K) to the sellers.
FACTS: Honsbergs are seeking return of their earnest money deposit made to Lystra towards the purchase of a mobile home.

81
Q

Feinberg v. J. Bongiovi Contracting

A

BLL: (UCC 2718) Even if the buyer repudiates, he may still recover a portion of his deposit. The amount recoverable is the amount deposited, less the lessor of $500 or 20% the vale of the total performance.
FACTS: P made a $400 deposit on wood with a K price of $895. P later repudiated the K.

82
Q

Hutchinson v. Thompkins

A

BLL: IF DAMAGES ARE READILY ASCERTAINABLE AT THE TIME OF THE FORMATION OF THE K, THEN THE LIQUIDATED DAMAGES PROVISION WILL BE INVALID.
- “READILY ASCERTAINABLE” IS JUDGED AT THE TIME THE K IS DRAWN UP.

FACTS: $10,000 deposit was given to an Escrow agent prior to the date set for closing. Liquidated Damage provision in K allowed the seller to retain the full $10,000 in the event that Buyer did not go through with the purchase. Buyer did not go through with the purchase, but for some reason the Escrow agent gave the money back to Buyer. Seller suing to recover the $10,000.

83
Q

Goddard v. General Motor Corp.

A

BLL: Where a new car express warranty limits a buyer’s remedy to repair and replacement of defective parts, but the new car is so riddled with defects that the limited remedy of repair and replacement fails its essential purpose, the buyer may institute an action to recover damages for breach of warranty under UCC and, in a proper case, incidental and consequential damages.
FACTS: General Motors warranty allowed for free repair for 12 months or 12,000 miles but expressly limited GM’s liability as to consequential damages.

84
Q

Oral Roberts University v. Anderson

A

BLL: If a K contains a provision allowing attorney’s fees to a party when he or she is required to take any action to enforce the K, the court may also allow reasonable attorney’s fees to the other party when that party prevails in any action, whether as P or D, with respect to the K
FACTS: Clause in K said that the prevailing party at litigation will be able to recover its reasonable attorney fees.

85
Q

Paradine v. Jane (IDGAF, Pay Me)

A

BLL: When a party by his own K creates a duty or charge upon himself, he is bound to it, notwithstanding any accident or inevitable necessity because he should have provided for mishaps in his K.
FACTS: Tenant was not able to enjoy the profits fro his land because a foreign army had invaded his property. Wanted to be excused fro having to pay rent for the period.

86
Q

Taylor v. Caldwell (ashes ashes, the hall falls down. no festival)

A

BLL: IN Ks where the performance depends on the continuted existence of a given person or thing, a condition is mplied that the impossibility of performance arising from the perishing of the person or thing shall excuse the performance.
FACTS: Taylor (P) contracted to let Caldwell’s (D) hall a and gardens for events. P expened money in preparation and advertising, but D could not perform when the hall burned dow without D’s fault.

87
Q

Krell v. Henry (Coronation sensation)

A

BLL: Where the object of one of the parties is the basis upon which both parties contract, the duties of performance are constructively conditioned upon the attainment of the object. (Frustration of purpose)
FACTS: Henry (D) paid a deposit to Krell (P) to rent Ds hotel for the kings coronation. K made no indication of the purpose. King became ill, the ceremony was delayed, and the and D refused to pay the balance. performance was excused.

88
Q

Griffith v. Brymer (Coronation mistake)

A

BLL: Mutual mistake of material fact will void a K
FACTS: P gave payment to D on the morning of the procession, but neither party was aware of the fact that the procession was not going to take

89
Q

Chandler v. Webster (What happens before a coronation)

A

BLL: What has been done before an event renders a K impossible, is still binding as a K.
FACTS: P had an outstanding debt. Court orders the P to pay the D the rest of the balance.

90
Q

Mineral Park Land Co. v. Howard (Gravel bridges are too expensive)

A

BLL: A thing is impossible in legal contemplation when it is not practicable; and a thing is not practicable when it can only be done at an excessve and unreasonable cost.
FACTS: D contracted to take gravel from Ps lot. D found that to get the necessary gravel, they’d have to use digging techniques that would be too expensive. D did not take the gravel.

91
Q

Sherwood v Walker (Cow knocked Up)

A

BLL: A part who has given an apparant consent to a K of sal emay refuse to execute it or make it void after the K has been completed if the mistake was assented on a material mistake of fact.
FACTS:Buyer entered in to an agreement with the Seller to buy a cow, which they both believed to be barren. After finding out that the cow wa not barren, seller refused delivery of the cow.

92
Q

Wood v. Boyton (Diamond Case)

A

BLL: the law doesnt protect you fro your own stupidity (bad sales).
FACTS: P sold a diamond to D (Jeweler). P did not know the value of the diamond and sold it for $1. D found it was worth $700. P wanted to returnt he money back plus interest to D, but D refused to give it back.

93
Q

Carroll v. Bowersock (destroyed and partially performed)

A

BLL: where impossibility of performance was neither caused or contemplated by the parties, plaintiff was entitled to damages for the value of the benefit inuring to defendant prior to the building’s destruction.
FACTS: Contractor had partially performed on his K with a warehouse owner, when a fire destroyed the house.

94
Q

Raffles v. Wichelhaus (Ambiguous ships without friends)

A

BLL:Tere is no binding unless both sides agreed to the same thing. There is no right to contradict by parol evidence a written K good upon the face of it.
FACTS: (Latent ambiguity) P agreed to buy Ds cotton on a ship named Peerless. upon delivery, D saw that this was another ship named peerless. D refused. Not bound.

95
Q

Fry v. George Elkins Co.

A

BLL: The failure to make a good faith effort to carry out an obligation essential to the consummation of a deal constitutes breach of contract.
FACTS: Fry (P) made an offer to purchase a home, with certain loan conditions on his purchase, but he made little effort to effectuate the conditions of the sale.

96
Q

Godburn v. Meserve

A

BLL: In order to constitute prevention of performance, the conduct on the part of the party who is alleged to have prevented performance must be wrongful, and, accordingly, in excess of his legal rights.
FACTS: (P) agreed to live as tenants in the home of Wells for the remainder of her life, providing food and basic care in exchange for a promise by Wells to leave the Godburns (P) the home in her will. The agreement also stipulated that the Godburn family was limited to the Godburns (P) and their daughter. But thereafter increasing friction developed. Wells objected to the Godburns’ (P) grandchildren staying as guests. The Godburns (P) finally moved out. One year later, Wells died after revoking her will.

97
Q

Burger Kings Corp. v. Family Dining. Inc. (

A

BLL: A party may, by it actions excuse the other from compliance with a contractual condition .
FACTS: BK (P), after years of not requiring strict adherence to a K term, sought to void a K for violation thereof.

98
Q

Mattei v. Hopper

A

BLL: Ks that are require satifaction conditional on subjective taste need to be done in good faith.
FACTS: P put a deposit on D’s property which bound them into a contract. The contract had a clause allowing P to back off if he didn’t find satisfactory lease-tenants for the shopping plaza he planned to build.

99
Q

Williams v walker-Thomas Furniture Co.

A

BLL: Where, in light of the general commercial background of a particular case, it appears that gross inequality of bargaining power between the parties has led to the formation of a contract on terms to which one party has had no meaningful choice; a court should refuse to enforce such a contract on the ground that it is unconscionable.
FACTS: Williams (D) made a series of purchases, on credit, from Walker-Thomas (P), but defaulted on her payments.

100
Q

Frostifresh corp. v. Reynoso (lost in translation)

A

BLL: Courts have the power under UCC 2-302 to refuse to enforce provisions of a K in order to prevent an unconscionable result.
FACTS: P sued D to collect on a K fo rthe sale of a refrigeraor. Negotiations in Spanish but K in English (no trasnslation) Salesman persuaded him to buy even though D couldnt afford it (5x market value)

101
Q

In re The matter of Baby M

A

BLL: Surrogate contracts violate public policy and are unenforceable.
FACTS: Stern (P) sued Whitehead (D), the birth mother, to enforce a surrogacy contract and to obtain custody of Baby M.

102
Q

Tenet v. Doe

A

BLL: Totten barred the Does’ suit. Totten, the Court ruled, prohibited judicial review in any case where success depended on the existence of a secret espionage relationship with the government. To risk revealing that relationship would endanger the essence of a spy’s contract with the government - secrecy.
FACTS: Jane and John Doe said they performed espionage activities abroad for the United States. The Does sued the CIA in federal district court for not paying financial support allegedly promised to the Does and for allegedly violating the Does’ due process rights. The CIA argued the U.S. Supreme Court’s decision in Totten v. U.S. (1875) prohibited the district court from hearing the case. In Totten the Court dismissed a spy’s claim against the government for damages for breach of contract. The court ruled Totten did not prevent the district court from hearing the Does’ case. The courts reasoned that the Does’ case, unlike Totten’s, was mainly about the denial of due process rights. The Ninth Circuit said the CIA could prohibit the district court from hearing the Does’ case only if the CIA could show that state secrets would be in jeopardy were the case to proceed. The Ninth Circuit sent the case back to the district court for that court to determine the CIA’s potential state secrets claim.

103
Q

A.H.W. v. G.H.B.

A

BLL: A woman who gives birth cannot voluntarily surrender the rights to the child who she births during the first seventy-two hours (3 days) of the birthing. New Jersey laws require that a birth certificate by issued and filed within 5 days
FACTS: - Gina is the sister of Andrea. Andrea is married to Peter. Andrea cannot carry a child, so Gina agreed to carry the child and relinquish the right to the child as soon as she births him.
-New Jersey law states that the birth records must state the woman who gives birth as the parent on the child’s birth certificate. (In this case, Gina.)

104
Q

Lamarita v. Lucas

A

BLL: “Commissioning couple” is defined in Fla. Stat. ch. 742.13(2) as the intended mother and father of a child who will be conceived by means of assisted reproductive technology using the eggs or sperm of at least one of the intended parents. A person who provides sperm for a woman to conceive a child by artificial insemination is not a parent. Fla. Stat. ch. 742.14 provides that there are no parental rights or responsibilities resulting to a donor of sperm. If the sperm donor has no parental rights, the sperm donor is a nonparent, a statutory stranger to the children.
Sperm donors do not have the same rights as surrogate mothers. Different relationship than a surrogate mother. The statute for sperm donors applies to egg donors too; so gestation is the special relationship apparently.
FACTS: Appellee sperm donor filed a paternity action against appellant sperm recipient in the Circuit Court for Sarasota County (Florida).

105
Q

Pelletier v. Johnson

A

BLL: A seller is entitled to equitable relief notwithstanding a violation of an Act’s provisions when the contract fulfills the basic legislative purpose of granting the buyers three business days to cancel the contract and the seller did not intentionally or knowingly violate the Act.
FACTS: Door to Door window salesman; Act says there must be a 72 hour free cancellation period.

106
Q

The British Waggon co. Lea and Co.

A

BLL: When a non-personal service contract is assigned, it remains enforceable.
FACTS: Lea & Co. (D) contended that it was no longer bound by a rental/service contract because the other party had assigned the contract to another.

107
Q

Sally Beauty Co. Inc v. Nexus Prod. Co., Inc

A

BLL: The duty of performance under an exclusive distributorship may not be delegated to a competitor without the obligee’s consent.
FACTS: Sally (P) was assigned distributorship rights from Best for Nexxus (D) products.

108
Q

Lawrence v. Fox

A

BLL: A 3rd part whse benefit a K is made may brig suit for its breach.
FACTS: Fox (D) promised Holly for consideration that he would pay Holly’s debt to Lawrence

109
Q

Bain v. Gillispie

A

BLL: RST 133, 302, 303, 315: The real test as to whether a party is a beneficiary under a contract is whether the contracting parties intended that a third person should receive a benefit which might be enforced in the courts. A direct beneficiary is either a donee or a creditor beneficiary. The purpose of the promisee in obtaining such a promise from a promisor must be to make a gift to the beneficiary.
FACTS: In Bain’s (P) action against Gillispie (D) for injunctive relief, actual and punitive damages, Gillispie (D) contended, in his counterclaim, that Bain’s (P) conduct as a referee in officiating a basketball game between the University of Iowa and Purdue University was below the standard of competence required of a professional referee and constituted malpractice which entitled Gillispie (D) to $175,000 plus exemplary damages as a beneficiary under Bain’s (P) contract with the Big 10.