Contracts

This lesson introduces the student to the doctrine and processes involved in interpreting state and federal statutes. Statutes are a critical part of every substantive area of the law, so this is important background for every student, legal professional, lawyer and judge.

This lesson provides an overview of Contract Law, including the sources of Contract Law. The lesson can be run either as an introduction to Contract Law or as a review any time during or after your study of Contract Law.

The topic of this podcast is the identification of the elements of a claim for breach of contract and the primary sources of contract law. 

The topic of this podcast is federal jurisdiction in contracts cases, specifically how the case got to federal court, and what law the federal court will look to in deciding the case.

This lesson explores one of the fundamental requirements for contract formation, mutual assent. Mutual Assent is a mutual manifestation of assent to the terms of an agreement. This lesson looks at how parties establish mutual assent, including manifestations of mutual assent by words and conduct and the effect of misunderstanding. However, the attributes of offer and acceptance are covered in other lessons. This lesson concludes with a sample analysis exercise involving mutual assent.

The topic of this podcast is the basic concepts related to mutual assent to a contract. In particular, we will look at the requirements for contract formation, particularly the promises that indicate assent. We will also look at what is a sufficient manifestation of assent.

This lesson explores invitations to negotiate/preliminary negotiations and other statements and expressions that are not offers, including advertisements, invitations to bid, price quotations and statements of intention. Determining whether a particular communication is an offer or preliminary negotiation (a matter determined according to the surrounding circumstances) prior to the formation of contract is essential to the determination of whether a contract exists.

The topic of this podcast is the basic concepts related to invitations to negotiate or preliminary negotiations and other types of communications that are not offers. In particular, we will look at the basic attributes of advertisements, price quotations, invitations to bid, and auction sales.

This lesson looks at the process of negotiations discussing the terms of a contract when the parties contemplate a final written agreement.

This lesson looks at formal preliminary agreements, often titled letters of intent or memorandums of understanding.

Contracts are sometimes referred to as express or implied. Implied contracts are in turn often referred to as contracts implied-in-fact or implied-in-law. The difference between express contracts and implied-in-fact ones results from the conduct of the party in making the promise constituting the assent to the contract. Implied-in-law or quasi-contracts, however, are not really contracts at all, but merely a remedy in restitution. This lesson explores the nature of express contracts, implied-in-fact and implied-in-law contracts.

Traditional contract law classifies contracts into bilateral and unilateral contracts. Bilateral contracts are those involving promises made by all parties, whereas unilateral contracts involve promises made by only one of the parties. This lesson explores the distinction between bilateral contracts (where both parties make promises) and unilateral ones (where only one party makes a promise) and the effect on the obligations of the parties resulting from the classification. This lesson ends with an analysis exercise on unilateral and bilateral contracts.

This podcast explains how to determine if the offer is one that can be accepted by a return promise, a return promise or performance or whether a return performance is required. Sometimes you will hear reference to bilateral and unilateral contracts.

This exercise deals with offer, an essential element of the bargaining process. There are basically three requirements to establish an offer: (1) intent; (2) definiteness; and (3) communication to the offeree.

The topic of this podcast is the basic concepts related to offers. In particular, the podcast examines the basic attributes of offers and also looks at the particular types of communications that are typically not offers, such as advertisements and price quotations.

This lesson deals with the duration of offers. The existence of an offer is often an essential element of the bargaining process. Sometimes the offeree's power of acceptance will end so that the offer is no longer valid. This lesson will look at termination of the power of acceptance by termination of the offeror, revocation and counteroffer, rejection, death and lapse.

The topic of this podcast is UCC § 2-601, which is popularly known as the Perfect Tender Rule.

The topic of this podcast is when agreements that are not enforceable as contracts because they are not supported by consideration are nevertheless enforceable due to reliance on the promise, often referred to as promissory estoppel. It discusses reliance as it pertains to gift promises, including charitable donations. The podcast examines the rule for promissory estoppel, as set forth in Restatement (Second) of Contracts § 90, as well as the form of remedy permitted in cases based upon reliance. To illustrate, the podcast uses several hypotheticals and looks at the following cases: Kirksey v. Kirksey, Ricketts v. Scothorn, and Bouton v. Byers.

This podcast discusses the topic of Third Party Beneficiaries. When can a person who is not party to a contract sue to enforce the contract? While the rule can be found in Restatement (Second) of Contracts § 302, it can be difficult to apply. This podcast explains how to determine the intent of the parties when considering whether the third party is a third party beneficiary. Concepts covered in this podcast include an incidental beneficiary, creditor beneficiary, and an intended beneficiary. The podcast includes the analysis for several hypotheticals and Lawrence v. Fox, 20 N.Y. 268 (1859). 

This podcast will explain when a court will supply a condition even where the parties have not expressly written one into the contract. It distinguishes between a promise and a condition under Restatement (Second) Contracts §§ 2 and 224. This podcast references two other podcasts: Express Conditions and the Excuse of Conditions that is used by courts to avoid harsh results of conditions. Additionally, this podcast provides hypotheticals that illustrate the relationship between implied conditions and the rule of constructive conditions of exchange.

This podcast explains when a court will excuse satisfaction of a condition to avoid the harsh effects of forfeiture when a condition fails. It also looks at what happens when a court has determined that there is a condition and the failure of the condition might cause a hardship. This podcast is related to the discussion of conditions in two other podcasts: Express Conditions and Implied Conditions, and contrasts the court’s application of excuse of conditions with express conditions. The podcast includes an explanation of restitution as it relates to excuse of condition as well as a brief explanation of Clark v. West Publishing Company. The podcast concludes with an explanation of Restatement (Second) of Contracts § 229.

The topic of this podcast is when language in a contract is an express condition, such that failure to satisfy the condition results in a performance not being due. A condition can be a good way to hedge in case a party is concerned that it can’t meet its commitments and wants to avoid being in breach of contract. This podcast is related to the discussion of conditions in two other podcasts: Excuse of Conditions and Implied Conditions. This podcast discusses Clark v. West Publishing Company, and explains why drafters should use terms such as “if” or “on condition that” to make it clear that a term is a condition. 

This podcast explores the basic concept of mitigation, or, as it is sometimes called, avoidable consequences, which is used in computing damages. Mitigation is a principle that can limit a plaintiff’s recovery in a claim for breach of contract. The principle is stated in Restatement (Second) of Contracts § 350(1). The podcast also discusses Rockingham County v. Luten Bridge Co. and the twist on the common law rule of mitigation found in U.C.C. § 2-704. 

The topic of this podcast is Tortious Interference - when one of the parties to a contract claims that a third party wrongfully interfered with the contract by inducing the other party to breach. The rule for when tortious interference arises after a contract can be found in Restatement (Second) of Torts § 766. Tortious interference can also arise before the contract is formed, when the third party is claimed to have interfered with the formation of a contract. The podcast includes a discussion of defenses to a claim of tortious interference, and examines the fine line between unlawful and permissible interference per Restatement (Second) of Torts § 767. The cases Texaco, Inc. v. Pennzoil Co. and Phillips v. MEA are covered, as is the movie The Insider which was based on a real tortious interference case.