Term
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Definition
| contracts that are covered by the statute of frauds must be made or confirmed in writing to be enforceable |
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Term
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Definition
applies to promises to pay the debts of others; surety is secondarily liable
o Example: Co-sign a loan |
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Term
| Executor-Administrator Provision – |
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Definition
| applies to promises to answer personally for duties of decedents |
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Term
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Definition
applies to promises made in consideration of marriage
o Example: A prenuptial agreement |
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Term
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Definition
| applies to promises to transfer any rights, privileges, powers, or immunities in real property |
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Term
Land contracts
Partial Performance – |
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Definition
| if there is partial performance by the seller and reliance by the buyer, an oral contract will be enforced |
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Term
Land contracts
Seller Conveys – |
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Definition
| if the seller conveys (transfers) the property, an oral contract will be enforced |
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Term
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Definition
applies to contracts that cannot be performed within one year
o The year runs from the time the agreement is made, not when performance starts
applies to contracts that cannot be performed within one year
o The year runs from the time the agreement is made, not when performance starts |
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Term
One year provision
Full Performance Exception – |
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Definition
| makes the promise of the other party enforceable without a writing under majority view |
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Term
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Definition
| applies to a contract for the sale of goods totaling $500 or more |
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Term
Sale of goods (UCC) –
--Admission |
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Definition
| admission in pleadings, testimony, or otherwise in court makes the contract enforceable for the quantity of goods admitted |
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Term
Sale of goods (UCC) –
--Specially Manufactured Goods – |
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Definition
| an oral contract for specially manufactured goods is enforceable once the seller starts production |
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Term
Sale of goods (UCC) –
--Delivery or Payment and Acceptance – |
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Definition
| validates the contract only for the goods that have been accepted or for which payment has been accepted |
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Term
| Know the requirements for a written agreement to be effective under the statute of frauds |
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Definition
-Must specify the parties to the contract,
- the subject matter and essential terms (consideration, price, quantity, time of performance)
-and be signed by the party to be charged (held to the agreement) or by her agent |
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Term
| Know the special compliance rules for sales of goods under the UCC |
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Definition
• Must indicate that a contract has been made between the parties, be signed by the party against whom enforcement is sought, and specify the quantity of goods to be sold
o Price and time are not required, can be filled in by the UCC |
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Term
| Oral Contract within Statute of Frauds – |
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Definition
| is unenforceable unless there is an exception |
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Term
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Definition
| statute does not apply to executed contracts |
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Term
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Definition
| available in quasi contracts for benefits conferred in reliance on oral contract; gives you back what you lost or the value |
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Term
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Definition
| oral contracts will be enforced where the party seeking enforcement has reasonably and justifiably relied on the promise and the court can avoid injustice only by enforcement |
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Term
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Definition
substantive law; written in full; any discussion beforehand no longer matters if it is not stated in the contract
o Written contract, integrated contract, evidence prior to contemporaneous, evidence varies contract |
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Term
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Definition
| parties express intention that it is the full and final written expression of the agreement |
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Term
| Be able to determine whether oral testimony would vary (contradict) the written terms of the contract |
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Definition
| Oral contract is unenforceable unless there are exceptions |
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Term
| Know the situations in which the parol evidence rule does not apply |
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Definition
-A contract that is not integrated
-correction of a typographical error
- showing that a contract was void or voidable
-showing whether a condition has in fact occurred
- showing a subsequent mutual rescission or modification of the contract |
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Term
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Definition
| conduct between the parties concerning performance of the particular contract; concerning the current deal; most significant |
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Term
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Definition
| previous conduct between parties; previous history between them |
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Term
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Definition
| practice engaged in by the trade or industry; least significant |
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Term
| rules of contract interpretation |
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Definition
| • All the circumstances are considered and the principle purpose of the parties is given the greatest weight; look at the big picture |
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Term
| rules of contract interpretation |
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Definition
| • A writing is interpreted as a whole; the whole document is read |
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Term
| rules of contract interpretation |
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Definition
| • Specific terms are given greater weight than general language |
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Term
| rules of contract interpretation |
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Definition
| • Separately negotiated terms are given greater weight than standardized terms or those not separately negotiated |
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Term
| rules of contract interpretation |
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Definition
| • The priority order for interpretation is express terms, course of performance, course of dealing, and usage of trade |
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Term
| rules of contract interpretation |
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Definition
| • Where a term has several possible meanings, the term will generally be interpreted against the party who supplied the contract or term; the party that wrote it loses |
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Term
| rules of contract interpretation |
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Definition
| • Written provisions are given preference over typed or printed provisions, and typed provisions are given preference over pre-printed provisions |
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Term
| rules of contract interpretation |
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Definition
| • If an amount is set forth in both words and differing figures, words control figures |
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