Defenses to Enforcability Flashcards
A) Defenses
1) Age
2) Mental Illness
3) Duress
4) Undue Influence – Not equitable
Illegal
Unilateral Mistake
Mutual Mistake
Intentional Misrepresentation
Negligent Misrepresentation
Non-compete clauses
1) Age
(a) A contract with a minor is VOIDABLE at option of the Minor, but it is not void per se
2) Mental Illness
K is void
3) Duress
(a) Wrongful Threat – VOID
4) Undue Influence
Not equitable
Uneven bargaining power
5) Unconscionability
(a) Result will be unfair
6) Illegal
(a) Unenforceable
7) Unilateral Mistake
(a) Generally, not a defense unless:
(i) Other party knew of mistake
(ii) Clerical Error
8) Mutual Mistake
(a) Both Parties mistaken about a material term
(b) Remedy: Recission 🡪 Put parties in a position as if nothing ever happened
(i) Ex. Buying an animal, but neither knew the animal was sick
9) Intentional Misrepresentation
(a) Knew/should have known of falsity with intent to induce reliance (w scienter)
10) Negligent Misrepresentation
(a) Causes the innocent party to detrimentally rely
11) Non-compete clauses
(a) Reasonable under the circumstances
(i) Look at:
A How long can you not compete for?
B Where can you not compete ?
B) Statute of Frauds
MYLEGS
MYLEGS
(a) Marriage
(b) Year; Contracts that cannot be completed in 1 year, unless
(i) Lifetime contracts, since you can get hit by a bus tomorrow
(c) Land, including leases and interests in land
(d) Executor mor Administrative Estate
(e) Guarantor/Surety – Pay the Debt of another
(f) Sale of Goods $500 or more
SoF Exceptions
(a) Part Performance Exception – 2/3 Land Exception
(i) Some Payment
(b) Guarantor/Surety Exception:
(c) Sale of $500 good or more
(a) Part Performance Exception – 2/3 Land Exception
(i) Some Payment
(ii) Possession of Land
(iii) Valuable Improvements
(b) Guarantor/Surety Exception:
(i) Look to main purpose / motive
(ii) If Self-serving, contract does NOT need to be in writing
A Ex. Jon co-signs because he wants the car himself
(c) Sale of $500 good or more
(i) Partial Performance will take contract out of SoF
(ii) Merchant Confirmation
A Confirmation signed by sender
B Includes how many or # of the widgets
C No written objection within 10 days
3) Legal Writing – Napkin Rule
(a) Parties
(b) Subject Matter
(c) Material terms
(d) Signed by Party to be charged
(i) Initials are ok
