interpretation & good faith Flashcards

(6 cards)

1
Q

Hierarchy of Statutory Interpretation
SO JCL

A
  • statutory language
  • official comments
  • judicial opinion
  • commentators (legal scholars)
  • legislative history
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2
Q

Hierarchy of Interpretation Rules – always goes from

A

the most specific, to more broad

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3
Q

Hierarchy of Interpretation Rules Ex - Sc (pdt) - simi (gap) - Gen (imp) - GF

A
  • express wording (four corner)
  • surrounding circumstances
    * course of performance. course of dealing , usage of trade
  • similar contracts (gap fillers)
  • general rules on contracts (implied)
  • good faith
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4
Q

requirement contracts A GF N(o) U B

A
  • actual output or requirements as may occur in good faith,
  • except not unreasonably disproportionate to any stated estimate or otherwise comparable
  • seller and buyer must use their best efforts
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5
Q

termination of commercial or employment contracts

A
  • must both be in good faith unless..
  • at all will employee or
  • commercial contract states that the contract can be terminated at any time
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6
Q

perfect tender rule

A

A buyer can reject nonconforming goods.

  • If the seller reasonably believes the buyer will accept, they may have time to cure. even if time has passed. must notify the seller
    ​​- If the seller delivers goods that don’t meet the contract requirements (non-conforming goods) and the deadline for performance (time for performance) hasn’t passed yet, the seller can fix the problem (cure) by delivering the correct goods — as long as the seller notifies the buyer in time (seasonably).
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