Term
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Definition
| A contract is a promise or set of promises for breach of which the law provides a remedy or performance of which the law provides a remedy or performance of which the law imposes a duty. (It binds individuals and establishes a legal relationship) |
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Term
| Three required elements of a valid contract |
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Definition
OAC (And test)
1. Offer
2. Acceptance
3. Consideration |
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Term
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Definition
| A conditional promise made by one party (offeror) to another party (offeree) |
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Term
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Definition
| Agreement to the conditional promise. Can only be made in a positive form (can't occur by ommission)-say "Yes I accept"; can't be made by a third party; must mirror essential terms |
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Term
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Definition
| exchange of something of value ($, in-kind) between the parties |
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Term
| Can a contract exist without consideration? |
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Definition
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Term
| Promissory Estoppel Proof Burden |
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Definition
A promise made between parties can be validated minus consideration if: (And test)
-Existence of a promise between parties (can be oral, but is harder to prove)
-Reasonable that the promise could be relied upon
-Promise relied upon to promisees detriment
-Failure of the court to enforce the promise would result in an injustice |
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Term
| Which type of K is preferred? |
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Definition
| Written, but oral is still valid |
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Term
| Circumstances in which a contract MUST be written to be valid (Statute of Frauds) |
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Definition
-Any agreement for the sale of land/property
-A contract for goods or services when the value exceeds $500
-A contract where a service will not be performed within one year of the signing date |
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Term
| Contracts are void or voidable if: |
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Definition
1. Lack of consideration-an offer was accepted, but nothing of value was ever exchanged
2. Lack of Capacity-must be of majority age and mentally capable (If capacity is l acking due to minority age, the minor is the ONLY party to the K that can have it voided based on lack of capacity) |
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Term
| A K is voidable if one or more of the parties has the ability to back out based on any of the following conditions: |
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Definition
Duress-contract results from the threat of physical or financial harm
Misrepresentation-an essential term of the contract is intentionally or unintentionally misrepresented
Undue influence-contract results from one person's inappropriate use of power over another
Illegality-the essential terms of the contract are criminal in nature or against public policy |
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Term
| Tortious Interference with a Contract |
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Definition
| Exists when a third party entices an individual to break an existing contract for the benefit of the third party |
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Term
| Tortious interference proof burden |
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Definition
And Test
-Valid enforceable contract exists
-Third party has knowledge of contract
-Third party knowingly induces breach of contract for his/her own economic gain |
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Term
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Definition
-Standard-used in repetition-many contractual relationships formed using the same document-ex. PSL, waiver, Facility Lease Agreement
-Newly Created Contracts-unique promises between parties |
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Term
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Definition
Parties
Duties and Responsibilities
Term
Rollover Provision
Reassignment
Compensation
Termination
Manditory Arbitration |
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Term
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Definition
| all parties must be specifically named and defined (i.e. define which members of the org are subject to the contract) |
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Term
| Elements of a K-Duties and Responsibilities |
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Definition
| Specificity is most important, but do not create an all-inclusive list; allow for mutual agreeable revision |
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Term
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Definition
| Length must be specifically identified; best to use actual dates (11/3/09) instead of a time frame (one year from date of signing) |
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Term
| Elements of a K-Rollover Provision |
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Definition
| The ability to extend a contract in its essential components beyond the original term if both parties agree; ex: right of first refusal-a sponsor with RFR may opt to extend a contract before any other potential sponsors are contacted |
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Term
| Terms of a K-Reassignment |
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Definition
| Gives employer the right to reassign (Transfer or move) an employee within their education or expertise-both organizationally or geographically. Does not benefit employee |
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Term
| Elements of a K-Compensation |
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Definition
| Specificity! should include a guaranteed base salary, benefits, bonuses and how they are earned |
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Term
| Elements of a K-Termination |
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Definition
-With Cause-a just cause termination provision includes reasons such as breach of terms, criminal activity, organizational non-compliance, and moral culpability clauses
-without cause-an organization can fine someone for any reason, but typically the org will face a breach of K or other discrimination suit (org can buyout the contract to avoid a lawsuit) |
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Term
| Elements of a K-Mandatory Arbitration |
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Definition
| Forces the parties to arbitrate any legal claim from the contract instead of filing a lawsuit |
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