Contract Law

A valid contract requires an offer, acceptance, consideration, and mutual assent.

An offer is a definite proposal, made to a specific person, and is binding. An invitation to treat is a mere expression of willingness to negotiate, is made to the general public, and is not binding.

Acceptance must be communicated to the offeror, must be unconditional, and must be in the same form as the offer.

Consideration is the price paid for a promise, must be of value, and must be legal.

The parol evidence rule prohibits the introduction of extrinsic evidence to vary or contradict the terms of a written contract, applies only to contracts that are fully integrated, and can be rebutted by evidence of fraud, mistake, or duress.

A condition is a material term of a contract, must be breached before the non-breaching party can terminate the contract, and is created by the parties' express agreement. A warranty is a minor term, does not have to be breached before the non-breaching party can terminate the contract, and is created by law.

The remedies for breach of contract include damages, specific performance, and rescission.

The statute of limitations for breach of contract varies from state to state, is generally four years, and can be tolled by certain events, such as fraud or minority.

The doctrine of unconscionability allows a court to refuse to enforce a contract that is grossly unfair or oppressive, is based on the principle that a contract should be fair and equitable to both parties, and can be applied to both procedural and substantive unconscionability.

A void contract is a contract that is legally unenforceable from the beginning, while a voidable contract is a contract that is valid until it is rescinded. A void contract is created by a mistake of law, while a voidable contract is created by a mistake of fact. A void contract cannot be ratified, while a voidable contract can.

The doctrine of frustration of purpose allows a court to discharge a contract when the purpose of the contract has been frustrated. The doctrine of frustration of purpose is based on the principle that a contract should not be enforced if it would be unjust to do so. The doctrine of frustration of purpose can be applied to both objective and subjective frustration.

The doctrine of impossibility allows a court to discharge a contract when it is impossible to perform the contract. The doctrine of impossibility is based on the principle that a contract should not be enforced if it is impossible to perform. The doctrine of impossibility can be applied to both objective and subjective impossibility.

The doctrine of duress allows a court to void a contract that was entered into under duress. Duress can be either physical or economic. Duress must be the sole cause of the contract being entered into in order to be void.

The doctrine of undue influence allows a court to void a contract that was entered into under undue influence. Undue influence can be either actual or constructive. Undue influence must be the sole cause of the contract being entered into in order to be void.

The doctrine of mistake allows a court to void a contract that was entered into under a mistake of fact. A mistake of fact must be material in order to void a contract. A mistake of law cannot void a contract.