MD Distinctions - Contracts Flashcards
(31 cards)
Means of Acceptance (POL)
MD adopted mod. trend to allow any reas. means of acceptance unless specifically designated by offeror
Electronic Signature (MD)
Under Uniform Electronic Transaction Act , an elec. trans. can be agreed on by both parties BUT provision must be conspicuous w/in the K & agreed to seperately
Mailbox Rule (POL)
Almost exclusively applies to bilateral Ks (when theres a prom. in exchange for another prom.) b/c uni. Ks req. action as acceptance
Auction Contracts (MD)
Auctioneer is agent for both buyer & seller for the purpose of making & signing a memorandum for the K of sale
Promise of Marriage - Consideration (MD)
Adequate consideration BUT no suit for any breach of prom. to marry will survive unless the fiancee is pregnant
Promise to make Reciprocal Wills - Consideration (MD)
Where each names other as beneficiary - Sufficient Consideration
Adequacy of Consideration - Past Consideration (POL)
MD adopted mod. trend to enforce promises based on past consideration to prevent injustice
Promise Under Seal (MD)
Formal req. of a seal is not nec. BUT will raise SOL from 3 to 12 years
Requested Services (POL)
MD courts wont enforce promise of payment to make up for lack of consideration when services were provided w/out the expectation of payment
Promissory Estoppel (MD)
MD requires specific proof of reliance by clear & convincing evidence
Unilateral Mistake - Rescission (MD)
Unilateral Mistake may result in rescission of K when:
(1) Mistake is so severe that enforcement of K would be unconscionable
(2) Mistake relates to material portion of the K, AND
(3) Party Seeking rescission wasn’t aware of & not the cause of the mistake
Rescission can only restore the parties to their status b/f formation of K
Mutual Mistake - Restitution (POL)
Md. permits rest. to compensate one party if their is mutual mistake
Reformation for Mistake (POL)
Md. permits reformation of written Ks to cure a mistake when a 3d party is not likely to suffer a detriment
Party seeking reform. must prove clearly & beyond reas. doubt the parties orig. intent & existence of the mistake
Capacity to Contract - Disaffirmance (POL)
The age of majority in Md. is 18
Ks made by an infant or minor are voidable by the minor b/c she is deemed to lack the capacity to K
Defenses to Enforcement - Illegality - Gambling Contract (POL)
An oblig. that arises from illegal gambling is unenforceable
A prom. note given for a gambling debt is void & unenforceable
Defenses to Enforcement - Unconscionability (POL)
Md. req. both procedural and substantive unconscionability to be present in order to refuse to enforce a K
Public Policy - Non-Competition Clause (POL)
Md. follows majority rule that non-competition clauses in employment Ks will be enforceable if:
1 - The restraint is confined to what’s reas. nec. for the protection of the bus. AND
2- Do not impose undue hardship on the employee AND
3 - Are not against public interest
Imp. in Law Ks - Recovery for Ultra Vires Acts (POL)
Md. courts have allowed rec. for unjust enrichment under the theory of quantum meruit when a corp. commits an ultra vires act (Act outside their power)
Imp. in Law K - Restitution (MD)
Courts only employ restitution when there is not an express K
A quasi-K action for rest. maintained as an unjust enrichment claim or quantum meruit claim req.:
1 - The ∏ conferred benefit on the ▵,
2 -The ▵ has knowledge of the conferred benefit,
3 - The ▵ accepted the benefit,
4 - Under the circ., equity requires that he would be unjustly enriched w/out paying the ∏ for the benefit,
5 - The ∏ had a reas. expectation of being paid, AND
6 - The ∏ had clean hands
Warranties in Sale of Goods Ks - SOL (MD)
SOL for breach of imp. war. is triggered upon tender of goods (whether or not conforming)
Warranties in Sale of Goods Ks - Warranty for Future Performance
A war. for future perf. exists if the war. states that goods will be free from defects in the future
No war. for future perf. if the war. is to repair or replace the goods that are defective
Imp. War. of Merch. - Exceptions for Used Cars
The war. for merch. & Fit. for part. purp. can’t be excluded or modified by a seller of consumer goods BUT seller of used cars w/ more than 60,000 miles may exclude or modify the wars so long as:
1 - It’s in writing,
2 - Conspicuous,
3 - Includes the terms merchantability, AND
4 - Is separately agreed on in writing
Imp. War. of Merch. (MD)
Must Prove Defective - The product must be proven defective to recover under war. of merch. claim
Impracticability - Failure of Particular Source of Supply - Foreseeability
Foreseeability - Seller can’t claim impracticability due to failure of particular source of supply if failure was fores. at time K was formed
