LSB 3213 1st EditionFinal Exam Study Guide Chapter 19:Breach of contract: One party in the contract breaches or does not follow the terms of the contractBenefit of the Bargain: Party that suffered the loss is able to get the “benefit of the bargain”- what they bargained for/agreed to in the contract is what the court will give youRemedy: 5 forms of equitable remedies for breach of contractDamages for Breach of contract:- Compensatory: : direct losses, costs o Direct damages and incidentals that you actually lost; these can always be won inlawsuit (if you win the lawsuit)o Example: if you buy 10 apples for $10 and they are rotten, you could get the $10 back if you had to pay $5 to ship the apples back, you could get that money back as well- Incidental: incidental costso Incidental costs that you actually lost; these can always be won in lawsuit (if you win the lawsuit)o Example: buy rotten apples and had to pay $5 to ship the apples back, you could get that money back as well- Consequential/Special: indirect, foreseeable losses (special)o Damages caused by the breach of contract o Example: if you ate the rotten apples and got sick, you could sue to recover your medical costs.o These are not guaranteed to be paid backo The issue: how far can you take/get the consequential damageso Two factor analysis: Reasonably foreseeable Provable with reasonable certainty- Punitive : punish and deter wrongdoingo This is rare in contract damages- they only care about benefit of the bargain and related damages- Nominal: moral victory; wrongdoing w/o financial losso You won the case, but no financial damages are awardedEquitable Remedies: Not money- Rescission: undo the contract, pretend it never happenedo Seen if you sue based on mistake or misrepresentation- Restitution: give back the goods; pay back the moneyo Seen in equitable remedies ie. Unjust enrichment- Specific Performance: : take an actiono Court ordered to do somethingo Example: sell the house, disclose the information, deliver the goods- Injunction: don’t take an action- Reformation: rewrite the contract; correct an errorMitigate Damages: innocent party must pursue replacement options to reduce damages causedby breachLiquidated Damages vs. Penalty:- Liquidated damages:o Estimate actual damages incurred by the breach of contract in advanceo Cannot be viewed as a penalty or an excessive amounto Used to avoid proving damages after breach- Example: New retail store opening for holiday season. If construction is not done by Nov.1, then contractor pays $500 per day for delay.o Hard to prove actual damages for new storeo $500 per day? $5,000? $5 million? Has to bare relative value to what the actual value might be- so it can’t be so high that it is more of a punishment/penalty than the actual damage valueChapter 6:- Tort: “Tort” means “a wrong” in Frencho Which wrongs will law try to make right?- Protected interest in physical safety and private propertyo In law, a tort is a civil (i.e., not criminal) wrong that is not a breach of contractTypes of torts:- Intentional torts: intentionally harm someone, (willful, malicious)- Reckless torts: didn’t intend to do it, but close to intentional, (conscious disregard of a known risk)o Intentional and reckless torts are very similaro You can get punitive damages for these two levels, but not for negligence or strictliability- Negligent torts: careless, not intentional- Strict liability torts: happened and you are responsible, cause/effect; not mental stateTypes of damages for torts:- Compensatory damages:o Direct, immediate harms: Injuries, medical costs, lost wageso Intangible harms: Privacy, reputation, emotional distress, pain/suffering- Punitive damages: : flagrant, reprehensible conducto Punish the person that caused you the harm/damages, those are paid to you as wellIntentional torts against people: - Assault and battery: Assault and battery are criminal charges, but you can also sue themas a tort for the harm and medical costs it costo The government prosecutes criminals, you can sue for torts- False imprisonment: Intentional restraint of freedom, without justificationo Seen in shoplifting caseso Merchants may use reasonable force, in a reasonable manner, for a reasonable time There is no specific guidelines/definition for reasonableo Important to remember: not what the person felt/thought- what a reasonable person would feel or thinkDefamation (including libel and slander): 4 elements to prove:- False statement presented as true- Statement is about plaintiff and harmed plaintiff’s reputation- Published to at least one person, besides plaintiff- If plaintiff is public figure, must prove “actual malice”- meant/intentionally harmed the person- Libel: defamation in writing- Slander: defamation in speechInvasion of property: disclosing information that is private informationFraudulent misrepresentation (fraud)Intentional torts against property- Trespass (land): Trespass to land (not always a person- can be water, animals, etc) - Conversion: tort version of theftNegligence (unintentional torts)- Duty: do you owe a duty to someone, Freedom to act…without hurting others- Breach: did you breach the duty you had, how would a “reasonable person” have acted, in the particular circumstances? - Cause: what you did caused the injuryo Cause in fact “but for”: “But for the act”, would the injury have occurred? If your action didn’t take place, would the injury still have occurred?o Proximate cause: Was the injury foreseeable, or too remote to foresee occurring?- Harm: what you did caused harmTortious interference- Wrongful interference with a contractual relationship: Usually the third party to the contract is not responsible for damages, but…o Tortious interference with contract requires:- Contract exists- 3rd party knows of contract- 3rd party intentionally induces breach- Wrongful interference with a business relationship: Example of poaching employees- If an employee has a non-compete agreement with their current employer, but another company wants to hire that employee and convinces them to leave the company and work for the new company- the new company wrongfully interfered with the contract as they knew of the contract and intentionally convinced the employee to breach the contractDefenses to negligence- Failure to prove the four elements of negligence (superseding clause)- Assumption of risk: At a Seattle Mariners game, a family was sitting