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chp 20 bus law vocab
chp 20 bus law vocab
28
Accounting
Undergraduate 3
02/09/2015

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Term
conditional contracts
Definition
contracts containing conditions affecting the performance obligations of the parties
Term
three types of conditions affecting the obligations of the parties
Definition
condition precedent, condition subsequent, condition concurrent
Term
condition precedent
Definition
a particular event (e.g. death) must occur in order for a party's duty (insurance company) to arise (insurance payments to beneficiary)
Term
condition subsequent
Definition
the party has a duty to perform until a future event occurs that discharges the party from the obligation
Term
concurrent conditions
Definition
exist when the parties are to perform their obligations for each other simultaneously (e.g. buyer pays seller; seller has to deliver goods)
Term
express conditions
Definition
explicitly stated in the contract; usually preceded y words such as "provided that", "if", or "when"
Term
implied conditions
Definition
conditions not explicitly stated in the contract; e.g. a builder will have access to the house (keys)
Term
complete performance
Definition
when all aspects of the parties' duties under the contract are carried out perfectly
Term
substantial performance
Definition
1) completion of nearly all the terms of the agreement; 2) an honest effort to complete all the terms, and 3) no willful departure from the terms of the agreement
Term
breach
Definition
a party fails to perform her obligations under the contract
Term
material breach
Definition
discharges the non-breaching party from his obligations under the contract; occurs when a party unjustifiably fails to substantially perform his obligations under the contract
Term
anticipatory repudiation
Definition
when a contracting party decides not to complete the contract before the actual time of performance
Term
discharge by mutual agreement - 4 ways
Definition
1- mutual rescission; 2- substituted contract; 3- accord and satisfaction; 4- novation
Term
mutual rescission
Definition
parties mutually agree to discharge each other from the contract
Term
substituted contract
Definition
substitute a new agreement in place of the original
Term
accord and satisfaction
Definition
when on of the parties wishes to substitute a different performance for his or her original duty under the contract; accord- the new duty; satisfaction- the performance of the duty to satisfaction
Term
novation
Definition
replace one of the parties with another party; original duties remain the same; all three parties must agree to the novation for it to be valid
Term
discharges by operation of law- 6
Definition
1- alteration of contract; 2- bankruptcy; 3- tolling of statute of limitations; 4- impossibility; 5- commercial impracticability; 6- frustration of purpose
Term
alteration of contract
Definition
material alteration of a written contract without the knowledge of the other party; innocent party can be discharged from contract
Term
bankruptcy
Definition
when a party files bankruptcy, the court allocates the assets to creditors then issues the party a discharge in bankruptcy
Term
tolling of statute of limitations
Definition
Term
impossibility of performance
Definition
an unforeseen event occurs that makes it physically or legally impossible for a party to carry out the terms of the contract
Term
objective impossibility
Definition
it is in fact not possible to lawfully carry out one's contractual obligations; discharges from contract
Term
subjective impossibility
Definition
it would be very difficult to carry out the contract; does not discharge from contract
Term
three main situations of objective impossibility
Definition
1. destruction of subject matter
2. death or incapacity of a party whose persona services are necessary
3. subsequent illegality
Term
commercial impracticability
Definition
whe performance is still objectively possible BUT would be extraordinarily expensive or injurious to one party; due to an unforeseeable event
Term
to claim commercial impracticability, must prove
Definition
1. that an event occurred whose non-occurrence was a basic assumption of the contract
2. That there is commercial impracticability of continued performance
3. that the party claiming discharge did not expressly or impliedly agree to performance in spite of impracticability that would otherwise justify nonperformance
Term
frustration of purpose
Definition
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