英美司法制度contract law
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“is an agreement between two or more
• Classifying Contracts
1. Express contract V. implied contract
- a contract in which the terms are stated by the parties - a contract that is inferred from the conduct of the parties 2. Bilateral contract V. unilateral contract - a contract in which the parties exchange promises to do some future act. - a contract in which one party acts immediately in response to the offer (promise). 3
Lecture 6 Contract Law
Classifying Contracts
3. Executory contract V. executed contract - a contract in which some or all of the terms are uncompleted. - a contract in which all the terms have been completed. 4. Valid, void, voidable, unenforceable contract Valid contracts: the usual contracts, which may be enforced by either party to the contract. Void contracts: such contracts have no effect from its beginning.
parties which creates an obligation to do or not to do a particular thing, and which is enforceable in law.” ---- Black’s Law Dictionary. Dictionary.
“Contracts are binding agreements that have legal consequences and can be enforced in court.” court.” ---- Calvi & Coleman
Case 1
Jack agrees to sell Giant a goose for $20. Both parties think the goose is a regular goose, which Giant wants for breeding. Before the goose transferred, the goose begins laying golden eggs, which makes her priceless. Jack refuses to uphold the agreement, and Giant sues to enforce the contract. Will a court force Jack to sell for $ 20?
Lecture 6 Contract Law
The Outline 1. Fundamentals of contract law • Defining a contract • Classifying contracts 2. Formation of contracts - elements of a valid contract 3. Laws governing the contract in different countries 4. Remedies for breach of contract under Anglo-American law Anglo1
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Element 2 Agreement of mutual assent reached through offer and acceptance Mutual mistake: Where both parties mistake: have acted on the same mistaken belief. Generally, the contract of mutual mistake should be subject to either rescission or reformation(rereformation(re-writing by the court). Unilateral mistake: Where only one party has acted on the mistaken belief. It is harder for the party to get rescission than in the mutual-mistake situation. mutual10
7
Element 2 Agreement of mutual assent reached through offer and acceptance There must generally be a matching offer and acceptance between the offeror and the offeree. offer V. an invitation to offer Acceptance must be manifested directly to the offeror by word or by action. A party cannot be held to a contract if it is made where fraud, duress, a mistake or fraud, unconscionability exists.
8
Element 2 Agreement of mutual assent reached through offer and acceptance Duress: “any wrongful act or threat which overcomes the free will of a party.” party.” Unconscionability: It ensures the fairness of a transaction Unilateral mistake v. mutual mistake
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Eleபைடு நூலகம்ent 4
Legality: Contracts are void if the subject matters are illegal or contrary to public policy. illegal contracts: the subject matters are barred by statute. e.g. contracts for the commission of a criminal offence or civil wrong, usurious contracts etc.
4
Lecture 6 Contract Law
Voidable contract: the contract is binding until it is disaffirmed or canceled by the party with the authority to do so. (which one party may at his option either enforce or not enforce) • Unenforceable contract: the contract contract: that meets the basic common law elements for contracts but lack some other additional legal requirement.
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Element 1 Legal capacity: parties must have legal capacity to contract.
Artificial persons Natural persons minors: until a person has reached his majority (usually age 18), most contracts which he enters into are voidable at his option Exceptions: Minors who contract for necessities are usually not permitted to cancel the contract (valid contract) Mental incompetents: the mentally unsound and intoxicated. These people are generally released from any contract they enter.
11
Element 3: Valid consideration
Consideration is an element for a valid contract in classic theory of contract law in common law countries. Consideration is not required in all contracts now. The essence of consideration is a bargained exchange of benefits or detriments (1) the exchange of mutual promises; (2) the exchange of money or goods; (3) the result of bargaining
Lecture 6 Contract Law
Fundamentals of contract law Defining a contract? “A promise or set of promises, for breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty.”---- Samuel Williston duty.”
5
Lecture 6 Contract Law
II. Formation of contracts –elements of a valid contract 1. 2. 3. 4. 5. Parties: legal capacity mutual assent & offer and acceptance consideration legality of the subject matter form of the contract
contracts void for public policy e.g. gambling contracts, immoral contracts Case
13
Element 5 Form of the contract must conform to legal requirements.
written VS. Oral contracts A contract may be binding and enforceable contract in most circumstances even though it is oral. However, there are a few kinds of contracts for which a written form is necessary. e.g. The UCC requires that contracts for the sale of goods of $500 or more must be in writing. Contracts for the sale of investment securities must be in writing.
“is an agreement between two or more
• Classifying Contracts
1. Express contract V. implied contract
- a contract in which the terms are stated by the parties - a contract that is inferred from the conduct of the parties 2. Bilateral contract V. unilateral contract - a contract in which the parties exchange promises to do some future act. - a contract in which one party acts immediately in response to the offer (promise). 3
Lecture 6 Contract Law
Classifying Contracts
3. Executory contract V. executed contract - a contract in which some or all of the terms are uncompleted. - a contract in which all the terms have been completed. 4. Valid, void, voidable, unenforceable contract Valid contracts: the usual contracts, which may be enforced by either party to the contract. Void contracts: such contracts have no effect from its beginning.
parties which creates an obligation to do or not to do a particular thing, and which is enforceable in law.” ---- Black’s Law Dictionary. Dictionary.
“Contracts are binding agreements that have legal consequences and can be enforced in court.” court.” ---- Calvi & Coleman
Case 1
Jack agrees to sell Giant a goose for $20. Both parties think the goose is a regular goose, which Giant wants for breeding. Before the goose transferred, the goose begins laying golden eggs, which makes her priceless. Jack refuses to uphold the agreement, and Giant sues to enforce the contract. Will a court force Jack to sell for $ 20?
Lecture 6 Contract Law
The Outline 1. Fundamentals of contract law • Defining a contract • Classifying contracts 2. Formation of contracts - elements of a valid contract 3. Laws governing the contract in different countries 4. Remedies for breach of contract under Anglo-American law Anglo1
9
Element 2 Agreement of mutual assent reached through offer and acceptance Mutual mistake: Where both parties mistake: have acted on the same mistaken belief. Generally, the contract of mutual mistake should be subject to either rescission or reformation(rereformation(re-writing by the court). Unilateral mistake: Where only one party has acted on the mistaken belief. It is harder for the party to get rescission than in the mutual-mistake situation. mutual10
7
Element 2 Agreement of mutual assent reached through offer and acceptance There must generally be a matching offer and acceptance between the offeror and the offeree. offer V. an invitation to offer Acceptance must be manifested directly to the offeror by word or by action. A party cannot be held to a contract if it is made where fraud, duress, a mistake or fraud, unconscionability exists.
8
Element 2 Agreement of mutual assent reached through offer and acceptance Duress: “any wrongful act or threat which overcomes the free will of a party.” party.” Unconscionability: It ensures the fairness of a transaction Unilateral mistake v. mutual mistake
12
Eleபைடு நூலகம்ent 4
Legality: Contracts are void if the subject matters are illegal or contrary to public policy. illegal contracts: the subject matters are barred by statute. e.g. contracts for the commission of a criminal offence or civil wrong, usurious contracts etc.
4
Lecture 6 Contract Law
Voidable contract: the contract is binding until it is disaffirmed or canceled by the party with the authority to do so. (which one party may at his option either enforce or not enforce) • Unenforceable contract: the contract contract: that meets the basic common law elements for contracts but lack some other additional legal requirement.
6
Element 1 Legal capacity: parties must have legal capacity to contract.
Artificial persons Natural persons minors: until a person has reached his majority (usually age 18), most contracts which he enters into are voidable at his option Exceptions: Minors who contract for necessities are usually not permitted to cancel the contract (valid contract) Mental incompetents: the mentally unsound and intoxicated. These people are generally released from any contract they enter.
11
Element 3: Valid consideration
Consideration is an element for a valid contract in classic theory of contract law in common law countries. Consideration is not required in all contracts now. The essence of consideration is a bargained exchange of benefits or detriments (1) the exchange of mutual promises; (2) the exchange of money or goods; (3) the result of bargaining
Lecture 6 Contract Law
Fundamentals of contract law Defining a contract? “A promise or set of promises, for breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty.”---- Samuel Williston duty.”
5
Lecture 6 Contract Law
II. Formation of contracts –elements of a valid contract 1. 2. 3. 4. 5. Parties: legal capacity mutual assent & offer and acceptance consideration legality of the subject matter form of the contract
contracts void for public policy e.g. gambling contracts, immoral contracts Case
13
Element 5 Form of the contract must conform to legal requirements.
written VS. Oral contracts A contract may be binding and enforceable contract in most circumstances even though it is oral. However, there are a few kinds of contracts for which a written form is necessary. e.g. The UCC requires that contracts for the sale of goods of $500 or more must be in writing. Contracts for the sale of investment securities must be in writing.