BUSA 2106 LEGAL ENVIRONMENT CONTRACTS Edwin K Palmer Contracts CONTRACT A legally enforceable agreement Requisites o o o Consideration Capacity Legality Contracts Bilateral Contract o A promise for a promise Unilateral Contract o A promise for an act Contracts Express Contract o The intentions of the parties are fully and explicitly stated Implied Contracts o The intentions of the parties are inferred based on words conduct history circumstances and the like Quasi Contracts o Equity steps in to avoid unjust enrichment Contracts Valid Contracts Voidable Contracts Void Contracts Unenforceable Contracts Contracts Negotiated Contracts o Offers Counteroffers the fine art of horse trading Contracts of Adhesion o The antithesis of negotiated contracts One party generally has superior bargaining power Formal vs Informal Contracts Executory vs Executed Contracts Contracts E Contracts the latest in the world of contract law Online Offers Online Acceptances E Signatures the variations state to state and the Federal protection Contracts DAMAGES Compensatory Nominal Punitive Liquidated Contracts AGREEMENT Offer o o What was the intention of the parties Was there a meeting of the minds Offer needs to be o o o o Reasonably definite Communicated Not terminated and how do you terminate the offer Contracts ACCEPTANCE Mirror image Mailbox rule Contracts CONSIDERATION Quid pro Quo Something for Something o o o Something of Legal Value or Legal Detriment Adequacy Amount often irrelevant Pre Existing Obligations Modification of Contracts o a thorny area Accord and Satisfaction o be careful very careful Promissory Estoppel o All about detrimental reliance Contracts VOID ILLEGAL CONTRACTS If a contract is illegal or against public policy it is void Wagering agreements o and the Lottery Licensing statutes o Regulatory vs Revenue Raising Contracts Restrictive Covenants Covenants Not to Compete Time Geography Reasonable need for protection Blue penciling and the variations state to state Contracts VOIDABLE CONTRACTS Most often about capacity or lack thereof o lack of reality of consent Minors Contracts o except for necessaries Mental Impairment Intoxication Sometimes voidable due to o o o Fraud Unilateral Mistake vs Bilateral Mistake Duress Contracts CONTRACTS REQUIRING WRITING STATUE OF FRAUDS o o o o o Land Equal Dignities Rule Contracts taking longer than one year Promises to pay the debts of another Pre nuptial agreements Sale of Goods in excess of 500 00 Contracts DISCHARGE OF CONTRACT Condition Precedent Condition Subsequent Condition Concurrent Substantial performance vs Total performance Contracts REMEDIES Compensatory damages Punitive damages Nominal damages Liquidated damages o let s be sure and place this one in your contracts Equitable Remedies o o Specific performance Injunctive relief Mitigation of Damages