Business Law

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Consideration
Parties must have this to be considered a contract
Unilateral Contract
formed by an offer on one side for an act to be done on the other, and a doing of the act by the other by way of acceptance of the offer; that is, a contract wherein the only acceptance of the offer that is necessary is the performance of the act
Bilateral Contract
contract in which the promise of one of the parties forms the consideration for the promise of the other
Void
Contract is null, not binding on either party and is not susceptible to ratification
Offer
proposal by one person to another that is intended to create legal relations on acceptance by the person to whom it is made
Acceptance
actual or implied receipt and retention of that which is tendered or offered
Capacity
ability to incur legal obligations and acquire legal rights
Counter offer
a cross-offer made by the offeree to the offeror
Mirror image
Applies that material variance between an offer and a purported acceptance must be equal
assignor
makes assignment for asignee
assignment
a transfer of property or some right of interest
Delegation
constitutional law: process by where a legislative effectively hands over some of its power to an administrative agency that it has created, giving the agency power to make law within limits set by legislature. In contract law, transaction by where a person who owes a legal duty to perform under a contract appoints someone else to carry out his performance.
Fiduciary Duty
act loyally for the principal’s benefit in all matters connected with the agency relationship.
Condition
a future, uncertain event that creates or extinguishes a duty of performance
Condition precedent
defendent must prove condition
Condition Subsequent
discharges duty to perform ex: W pays J 2 a month, but if XYZ co disolves, pmt ceases
plaintiff must prove
UCC (uniform commercial code)
keeps goods and economy moving
Mixed contract
has goods and services
Product Liability
warranty- express or implied promise about the nature of the products sold
Express contract
directly stated orally or in writing at the time the contract was formed
Implied contract
when surrounding facts and circumstances indicate that an agreement has in fact been reached
Merchant
under UCC, one who regularly deals in the kind of goods in the contract at issue, or holds himself out as having special knowledge or skills relevant to such goods, or who makes the sale through an agent who regularly deals in such good or claims such knowledge or skill
Puffery
puffery is a promotional statement or claim that expresses subjective rather than objective views, which no “reasonable person” would take literally. Puffery serves to “puff up” an exaggerated image of what is being described and is especially featured in testimonials.
Liquidated damages
stipulation by the parties to a contract of the sum of money to be recovered by the aggrieved party in the event of a breach of contract by the other party
Consequential damages
damages that do not flow directly and immediately from an act but rather flow from the results of the act; damages that are indirect consequences of a breach of contract or certain other legal wrongs. Ex: personal injury, damage to property, lost profits
quasi contract
ex: A school district and a roofing company enter into a contract in which the roofing company agrees to install a roof on a school pursuant to an architect’s instructions. The roofing company installs the roof and allegedly performs additional work (of which the architect is aware) outside the scope of the contract. The roofing company is allegedly paid for the roof’s installation, but not for the additional work. If the additional work is, indeed, outside the scope of the contract, the roofing company has a quasi-contract cause of action and may recover under a theory of quantum meruit.
Categories: Business Law