P admits during proceedings that K for sale was made received and accepted/paid for If UCC §2-201 is not satisfied, entire K is unenforceable Surety: K to guarantee the debt or duty of another. Goal is to provide a cautionary warning to suretor. Possible exception: when the primary purpose is to obtain an immediate and direct economic benefit or advantage for himself (CiN, pg 202) Other exceptions Security interests sale or purchase does not need to be in writing – Question 1: Did the Parties have a K? Does the law enforce all promises? NO K (R2K §1): A promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty (§17) K = Mutual Assent + Consideration Mutual Assent: I agree, you agree of K Bilateral K: promise for a promise Unilateral K: promise for an act The act is the consideration you mow my law I’ll pay you $20” 1 party may never be bound. K isn’t triggered until party “If performs Express K Parties explicitly consent to the terms of the K Implied-in-Fact K True K, but party’s assent is implicit rather than explicit. Implied by the acts and manifestations of the parties. Remedies? Expectation, or reliance, or restitution. Just like a regular K. Implied-in-Law K (Quasi-K) Not a K, but label given to conduct that gives rise to liability for unjust enrichment. Remedies under quasi-K? Restitution. Unjust enrichment.
P admits during proceedings that K for sale was made received and accepted/paid for If UCC §2-201 is not satisfied, entire K is unenforceable Surety: K to guarantee the debt or duty of another. Goal is to provide a cautionary warning to suretor. Possible exception: when the primary purpose is to obtain an immediate and direct economic benefit or advantage for himself (CiN, pg 202) Other exceptions Security interests – sale or purchase does not need to be in writing Question 1: Did the Parties have a K? Does the law enforce all promises? NO K (R2K §1): A promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty (§17) K = Mutual Assent + Consideration Mutual Assent: I agree, you agree of K Bilateral K: promise for a promise Unilateral K: promise for an act The act is the consideration “If you mow my law I’ll pay you $20” 1 party may never be bound. K isn’t triggered until party performs Express K Parties explicitly consent to the terms of the K Implied-in-Fact K True K, but party’s assent is implicit rather than explicit. Implied by the acts and manifestations of the parties. Remedies? Expectation, or reliance, or restitution. Just like a regular K. Implied-in-Law K (Quasi-K) Not a K, but label given to conduct that gives rise to liability for unjust enrichment. Remedies under quasi-K? Restitution. Unjust enrichment.
zamoracontracts2010.docx