Contracts I - Every Case, Issue, and Rule from Blum/Bushaw CONTRACTS 4th Edition PDF

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This is a list of every case discussed in each topic of the first semester (including page numbers), with the issue and rule....

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CASE RULES REMEDIES pp. 1 - 32 Kakaes v. George Washington University Issue: Is a court required to grant specific performance of a contract if the contract provides that specific performance is the remedy for a breach? Rule: A court is not required to grant specific performance of a contract, even if the contract provides that specific performance is the remedy for a breach.

SALES OF GOODS AND THE UCC pp. 33 - 50 Audio Visual Artistry v. Tanzer Issue: Under the predominant-purpose test, does the Uniform Commercial Code govern contracts to install electronic components as primarily involving the sale of goods? Rule: Under the predominant-purpose test, the Uniform Commercial Code governs contracts to install electronic components as primarily involving the sale of goods. Anthony Pools v. Sheehan Issue: If consumer goods sold as part of a hybrid contract retain their character as goods after performance, and damages result from a defect in those goods, do the implied warranties of the Uniform Commercial Code apply to those goods even if the transaction is predominantly for services? Rule: If consumer goods sold as part of a hybrid contract retain their character as goods after performance, and damages result from a defect in those goods, then the implied warranties of the Uniform Commercial Code apply to those goods even if the transaction is predominantly for services.

UCC ARTICLE 2: INTANGIBLE RIGHTS AND MERCHANTS pp. 50 - 62 Conwell v. Gray Loon Issue: Does a transaction involving both the sale of goods and the rendition of services fall under Article 2 of the Uniform Commercial Code only if the predominant thrust of the transaction is the sale of goods? Rule: A transaction involving both the sale of goods and the rendition of services falls under Article 2 of the Uniform Commercial Code only if the predominant thrust of the transaction is the sale of goods. Zaretsky v. William Goldberg Diamond Corp Issue: Does entrusting goods to someone allow that person to transfer title only if the person regularly deals in that type of goods? Rule: Entrusting goods to someone allows that person to transfer title only if the person regularly deals in that type of goods.

CONTRACTUAL ASSENT: THE OBJECTIVE TEST pp. 63 - 73 Morales v. Sun Constructors Issue: Is an acceptance of a contract measured by the accepting party’s outward expressions of assent? Rule: An acceptance of a contract is measured by the accepting party’s outward expressions of assent. SR International v. World Trade Center Properties Issue: May a contracting party’s subjective understanding be relevant to ongoing negotiations and provide insight into the party’s objective actions? Rule: A contracting party’s subjective understanding may be relevant to ongoing negotiations and provide insight into the party’s objective actions.

CONTRACTUAL ASSENT: DUTY TO READ pp. 73 - 94 James v. McDonald’s Issue: Does a contract related to a prize-winning contest consist of the offer’s terms, which include any conditions and rules of the contest that are made public? Rule: A contract related to a prize-winning contest consists of the offer’s terms, which include any conditions and rules of the contest that are made public. Feldman v. Google Issue: Will a “clickwrap” internet agreement be enforced if it sufficiently provides the user reasonable notice of the agreement’s applicable terms and conditions? Rule: A “clickwrap” internet agreement will be enforced if it sufficiently provides the user reasonable notice of the agreement’s applicable terms and conditions. Lucy v. Zehmer Issue: Whether the actual mental assent of the parties to an agreement is necessary to form a valid and enforceable contract. Rule: The objective, outward expression of a party’s intent to be bound in an agreement, as opposed to that party’s subjective mental assent to the agreement, is all that matters when determining the existence of a valid and enforceable contract.

OFFERS pp. 101 - 130 Fletcher-Harlee v. Pote Concrete Contractors Issue: Are an offer and an acceptance required to form a contract? Rule: An offer and an acceptance are required to form a contract. Babcock & Wilcox v. Hitachi America Issue: Is an offer a communication that signifies both a willingness to contract and that acceptance is all that is required to enter into the contract? Rule: An offer is a communication that signifies both a willingness to contract and that acceptance is all that is required to enter into the contract. Leonard v. PepsiCo Issue: Is a valid and enforceable contract created when a consumer agrees to the terms of an advertisement that was intended to be humorous? Rule: A consumer's agreement to the terms of an advertisement that was intended to be humorous does not create a valid and enforceable contract. Sateriale v. R.J. Reynolds Tobacco Co. Issue: Can an advertisement constitute an offer? Rule: An advertisement constitutes an offer when the advertiser, in clear and positive terms, promised to render performance in exchange for something, and the recipient of the advertisement reasonably might have concluded that by acting in accordance with the request a contract would be formed.

ACCEPTANCE pp. 131 - 179 Roth v. Malson Issue: Under contract law, must a response to an offer be absolute and unqualified in order to be an acceptance? Rule: Under contract law, a response to an offer must be absolute and unqualified in order to be an acceptance. Trinity Homes v. Fang Issue: If acceptance of an offer is made by an electronic communication that is not a substantially instantaneous, two-way communication, will the acceptance continue to be governed by the mailbox rule? Rule: If acceptance of an offer is made by an electronic communication that is not a substantially instantaneous, two-way communication, the acceptance will continue to be governed by the mailbox rule. Anderson v. Douglas & Lomason Company Issue: May at-will employment be terminated at the election of either party if the termination violates an employee handbook that constitutes a unilateral contract? Rule: At-will employment may not be terminated at the election of either party if the termination violates an employee handbook that constitutes a unilateral contract. Pride v. Lewis Issue: Under contract law, does silence or inaction constitute an acceptance of an offer? Rule: Under contract law, silence or inaction generally does not constitute an acceptance of an offer. Hendricks v. Behee Issue: May an offeror revoke an offer at any time before the offeree has communicated acceptance to the offeror or the offeror's agent? Rule: An offeror may revoke an offer at any time before the offeree has communicated acceptance to the offeror or the offeror's agent. Dickinson v. Dodds Issue: Whether an offer may be revoked by the offeror without an express or actual statement of revocation communicated to the offeree. Rule: An offer may be revoked by the offeror without an express or actual statement of revocation communicated to the offeree provided there has been no meeting of the minds and the offeree is aware of conduct by the offeror demonstrating intent to revoke the offer. Carlill v. Carbolic Smoke Ball Issue: Does a general advertisement of an award constitute an offer that is capable of being accepted and binding the offeror in a valid contract, provided at least contemporaneous notice and some consideration are present? Rule: A general advertisement of an award constitutes an offer that is capable of being accepted and binding the offeror in a valid contract, provided at least contemporaneous notice and some consideration are present.

BATTLE OF THE FORMS pp. 181 - 200 Lively v. IJAM Issue: If additional terms are proposed after a contract is formed, are the additional terms treated as proposed terms that must be expressly accepted under Uniform Commercial Code § 2-207(2) unless the parties are merchants? Rule: If additional terms are proposed after a contract is formed, the additional terms are treated as proposed terms that must be expressly accepted under Uniform Commercial Code § 2-207(2) unless the parties are merchants. Polytop Corp. v. Chipsco Issue: Under Uniform Commercial Code § 2-207, does an acceptance that is not expressly conditioned upon the original offeror’s agreement to the acceptance’s terms creates a contract? Rule: Under Uniform Commercial Code § 2-207, an acceptance that is not expressly conditioned upon the original offeror’s agreement to the acceptance’s terms creates a contract, but the contract may include terms that are different than those of the acceptance.

ROLLING CONTRACTS AND LATE NOTICE OF STANDARD TERMS pp. 201 - 224 ProCD, Inc., v. Zeidenberg Issue: Whether a “shrinkwrap license” provided within a package and not printed on the outside constitutes an enforceable contract. Rule: Shrinkwrap licenses included within a product’s packaging are enforceable unless their terms are objectionable on grounds applicable to contracts in general, such as violating a positive rule of law or being unconscionable. Schnabel v. Trilegiant Corp. Issue: Do terms sent after formation of a contractual relationship bind the recipient absent objective manifestation of assent? Rule: Terms sent after formation of a contractual relationship do not bind the recipient absent objective manifestation of assent.

PRELIMINARY AGREEMENTS pp. 225 - 239 Brown v. Cara Issue: Does a preliminary agreement bind parties to negotiate in good faith open terms if the parties intend to be bound to such a good faith requirement, but not their ultimate contract objectives because market conditions at the time of agreement are such that the parties cannot come to final agreement before the resolution of certain contingencies? Rule: A preliminary agreement binds parties to negotiate in good faith open terms where the parties intend to be bound to such a good faith requirement, but not their ultimate contract objectives because market conditions at the time of agreement are such that the parties cannot come to final agreement before the resolution of certain contingencies. Cochran v. Norkunas Issue: Under contract law, is a preliminary agreement binding on parties who intend to enter into a final agreement before being bound? Rule: Under contract law, a preliminary agreement is not binding on parties who intend to enter into a final agreement before being bound.

DEFERRED CONTRACTS & INDEFINITE AGREEMENTS pp. 239 - 254 Arbitron, Inc. v. Tralyn Broadcasting, Inc. Issue: Is a contract that allows one party to set the contract price at a later date, without further negotiations or agreement between the parties, an impermissibly vague agreement to agree? Rule: A contract that allows one party to set the contract price at a later date, without further negotiations or agreement between the parties, is not impermissibly vague. Baer v. Chase Issue: Must a contract be sufficiently definite so that the performance required of each party can be ascertained with reasonable certainty? Rule: A contract must be sufficiently definite so that the performance required of each party can be ascertained with reasonable certainty.

STATUTE OF FRAUDS pp. 255 - 281 Cooke v. Goethals Issue: May an oral agreement to sell real estate be enforced if a party has partially performed his or her obligations in reliance on the agreement? Rule: An oral agreement to sell real estate may be enforced if a party has partially performed his or her obligations in reliance on the agreement. Mackay v. Four Rivers Packing Issue: Under the statute of frauds, is an agreement that cannot be fully performed within one year invalid unless the agreement is in writing? Rule: Under the statute of frauds, an agreement that cannot be fully performed within one year is invalid unless the agreement is in writing. International Casings v. Premium Standard Farms Issue: Is a “meeting of the minds” as to the essential terms of an agreement, as evidenced by the parties’ actions, sufficient to form a contract without the requirement of having the agreement reduced to writing and signed by the parties? Rule: A “meeting of the minds” as to the essential terms of an agreement, as evidenced by the parties’ actions, is sufficient to form a contract without the requirement of having the agreement reduced to writing and signed by the parties.

CONSIDERATION pp. 281 - 339 Hamer v. Sidway Issue: Does a party's agreement to incur a detriment constitute adequate consideration? Rule: A party's agreement to incur a detriment constitutes adequate consideration. Steinberg v. United States Issue: Do valid contracts require bargained-for consideration? Rule: Valid contracts require bargained-for consideration. Pensy Supply v. American Ash Recycling Issue: Is there sufficient consideration to form an enforceable contract even though the parties have not bargained for the specific terms of the agreement. Rule: There may be sufficient consideration to form an enforceable contract even though the parties have not bargained for the specific terms of the agreement. Carlisle v. T&R Excavating Issue: Must a valid contract be supported by consideration, which is a benefit to the promisor or a detriment to the promisee sought by the promisor in exchange for the promise? Rule: A valid contract must be supported by consideration, which is a benefit to the promisor or a detriment to the promisee sought by the promisor in exchange for the promise. Kessler v. National Presto Industries Issue: Will consideration for a contract be considered adequate as long as the consideration is not so grossly inadequate as to shock the conscience of the court? Rule: Consideration for a contract will be considered adequate as long as the consideration is not so grossly inadequate as to shock the conscience of the court. White v. Village of Homewood Issue: Is a pre-existing legal duty sufficient consideration for a binding contract? Rule: A pre-existing legal duty is not sufficient consideration for a binding contract. Fiege v. Boehm Issue: Is there adequate consideration to support a binding agreement if one party agrees to refrain from bringing a legal action, or to drop a pending action, where there is some question to be resolved at the time of the agreement, but the claim is later unsuccessful? Rule: Refraining from bringing a legal action, or dropping a pending action, constitutes adequate consideration when there is some question to be resolved at the time of agreement, even if the claim is later unsuccessful. Wood v. Lucy Issue: (1) Can a contract be enforced when there is no evidence of a promise, exchanged as consideration, in the explicit terms of the contract? (2) Whether a promise to use reasonable efforts may be implied from the entire circumstances of the contract. Rule: (1) A contract may be enforced when there is no evidence of a promise, exchanged as consideration, in the explicit terms of the contract. (2) A promise to use reasonable efforts may be implied from the entire circumstances of a contract.

PROMISSORY ESTOPPEL pp. 341 - 380 In re: Morton Shoe Company Issue: Are charitable subscriptions enforceable obligations? Rule: Charitable subscriptions are enforceable obligations, because the charities rely on the subscriptions and agree to use the contributions in accordance with their charitable purposes. Cohen v. Cowels Media Co. Issue: Does the First Amendment prohibit a plaintiff from recovering damages for violations of generally applicable laws? Rule: The First Amendment does not prohibit a plaintiff from recovering damages for violations of generally applicable laws. Conrad v. Fields Issue: Is a promise that a promisor should reasonably expect to induce an action or forbearance on the part of the promisee, which does induce that action or forbearance, binding on the promisor even if no actual contract existed? Rule: Under the doctrine of promissory estoppel, a promise that a promisor should reasonably expect to induce an action or forbearance on the part of a promisee, which does induce that action or forbearance, is binding on the promisor even if no actual contract existed.

PROMISSORY ESTOPPEL: OPTIONS AND FIRM OFFERS pp. 380 - 401 Garwood Packing v. Allen & Company Issue: Does promissory estoppel require that a promisee’s reliance on a promise be reasonable? Rule: Promissory estoppel requires that a promisee’s reliance on a promise be reasonable. McIntosh v. Murphy Issue: Is an oral employment promise party seriously changes his position in result in unconscionable injury? Rule: An oral employment promise is party seriously changes his position in result in unconscionable injury.

enforceable, notwithstanding the Statute of Frauds, if the injured reliance on the promise and failing to enforce the promise would enforceable, notwithstanding the Statute of Frauds, if the injured reliance on the promise and failing to enforce the promise would

Tour Costa Rica v. County Walkers Issue: May damages in a promissory-estoppel case include expectation damages? Rule: Damages in a promissory-estoppel case may include expectation damages. Drennan v. Star Paving Issue: Whether detrimental reliance by one party on another party’s offer, without formal acceptance of the offer, is sufficient to make the offer irrevocable. Rule: An offer which the offeror should reasonably expect to induce definite and substantial reliance by the offeree, and which does induce such reliance is binding on the offeror and enforceable even without consideration if enforcement is necessary to prevent injustice to the offeree.

UNJUST ENRICHMENT pp. 403 - 420 Martin v. Little, Brown & Co Issue: Is a contract implied where one party voluntarily offers information to the other party, but payment for such information is never discussed or suggested? Rule: An implied contract is an agreement which can be legitimately inferred from the intention of the parties as evidenced by the circumstances, the ordinary course of dealing, and common sense. Feingold v. Pucello Issue: Is recovery in quantum meruit an equitable remedy that requires one party to convey a tangible benefit to another party? Rule: Recovery in quantum meruit is an equitable remedy that requires one party to convey a tangible benefit to another party.. Birchwood Land Co. v. Krizan Issue: Can a claimant recover restitution for incidental benefits another receives from improvements made in the claimant’s own interest? Rule: A claimant cannot recover restitution for incidental benefits another receives from improvements made in the claimant’s own interest.

MORAL OBLIGATION AND MATERIAL BENEFIT pp. 421 - 425 (None)...