The lesson addresses the concept of restitution as a remedy alternative to the expectation measure. The author discusses the elements that one has to prove to be awarded restitution.
Read moreThis lesson assumes you are familiar with the requirement of consideration and the rule that past consideration is not good consideration. Ordinarily, a promise is legally binding only if that promise is supported by a consideration. As the student may recall, "past consideration" is a misnomer. If a party makes a promise to pay for a benefit previously conferred, there is no consideration for the promise because the benefit was not bargained for in exchange for the promise. This lesson covers one of the exceptions to this general rule.
Read moreThis lesson explores the changes to Article 2 in the 2022 Amendments to facilitate electronic transactions.
Read moreInterpretation involves ascertaining the meaning of the words and provisions of a contract. Article 2 of the UCC is intended not to regulate commercial activity, but to facilitate it. An important part of commerce is business practices in general and in particular, usages of trade and understandings of the parties to the contract. Therefore, this lesson emphasizes those parts of interpretation. For a broader discussion of interpretation in contract law, see the CALI Lesson Interpretation of Contracts.
Read moreA number of the provisions in Article 2 have special rules applicable to merchants, called the “merchant rules.” This lesson explores the definition of merchant in the UCC, key sections in Article 2 that rely on the concept of a merchant, and how different definitions of merchant apply in different provisions of Article 2.
Read moreThis lesson takes a look at two types of agreements that lack consideration: those supported by past consideration or moral obligation. Consideration is often described as the bargained-for-exchange. The bargained-for-exchange is what induces the making of the promise by the offeror and the promise induces the furnishing of the consideration by the offeree. Consideration is the ordinary means for justifying the enforcement of the promises by the parties. Where consideration was given in the past or the promisee is only morally obligated to make the promise, bargained-for-exchange is lacking and the promises are not enforceable.
Read moreThe lesson begins with explanations of the terms substantial performance and substantial breach, followed by examples of each.
Read moreInterpretation involves an ascertainment of the meaning of the words and provisions of a contract. Whereas "construction" of a contract relates to the legal effect of the words used by the parties, "interpretation" addresses the meaning of the parties. Whose meaning is to be given effect with respect to certain contract terms? What evidence may be taken into account when courts engage in interpretation? In this lesson, the parol evidence rule will be considered with respect to the admissibility of extrinsic evidence to determine the meaning of the contract as formed.
Read moreA contract can contain many different types of promises, made up of both express and implied terms. Express and implied warranty terms are the subject of this lesson. When parties contract for the sale of goods, they have certain expectations about the quality of the goods to be sold. These expectations form the basis of warranties that arise under UCC Article 2. That is, what has the seller agreed to sell?
Read moreThis lesson covers assignment of contract rights and delegation of contract duties. You can run it either as an introduction to the topic or as a review after you have studied it.
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