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57 Cards in this Set
- Front
- Back
Patents
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when someone comes up with an invention, like a chemical formula
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trade secrets and reverse engineering
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stealing someone else's secrets and making them your own. it only protects from people unlawfully-not protected from reverse engineering
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trademarks
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trade names. trade service names. things in commercial use slogan used. you're only protected against trademark infringement
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copyrights
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protect a creative art work. must have c circled for copyright and (name and date)
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What is a contract?
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a contract is an agreement in which the law will enforce
a bargain for exchange gifts promises are unbinding a voluntary sort of thing a contract is a voluntary thing |
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the objective standard of a contract
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when parties intend to make a contract. what it looks like what they meant.
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elements of a contract
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offer: offeror, offeree. was there an offer with reasonably specific terms.
acceptance: when offeree accepts the offer then there is a contract. consideration: legal term for exchange. promise to benefit. capacity:person is right in the head. minors can make contracts but are voidable. legal purpose:murder is not legal |
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sources of a contract law
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common law: only for services and real estate and benefits.
UCC: at least 49 otta 50 states have enacted to it. only for the sales of goods. |
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classifying a contract
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express or implied: offer accepted by word, letter or any reasonable means.
in fact or implied: like advertising or going grocery shopping. bilateral: a promise for a promise unilateral: a promise for an act executory: one that has not been performed yet partially/fully executed: take bike pay later. valid: satisfying all legal requirements. voidable:where a party can get off contracts without legal liability. unenforceable: will not be undone. void:illegality, adjudicated incompetents |
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Quasi contracts
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prevent unjust enrichment. make people ppl pay.
1.given a benefit 2.had to be accepted with an opportunity to reject. 3.reasonable person expect to pay(fair market value) |
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The agreement:
Offer and Acceptance |
must intend to contact: judge from the objective, reasonable person standard
is not an offer when someone mad or frustrated makes one |
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reasonably certain terms
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offer the subject matter
what is it about. what damages for breach would be? |
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sales contract
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cannot imply quantity
UCC2-306: requirement contract-specific enough. buy what they need |
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offer must be properly communicated to offeree
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sending e-mail to a bunch of other people when the offer was not intended to them doesnt count. only intended person can reply with an acceptance to count.
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offer may specify manner of acceptance.
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how it is going to be accepted. By noon friday. all saturday no contract. not an acceptance by any reasonably means. counteroffers terminate offers
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distinguishing preliminary negotiations
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they are not offers, just questions that parties ask like, will you sell...?
offer is I'll sell you this... |
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advertisements
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invitations-regulated by law, not a contract law
exceptions:trying to get person to do an act. becomes a unilateral offer |
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rewards
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unilateral offers, accepted by doing act
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bids
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offers-invite people to make offers
owners of property has final say |
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auctions
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depends on the rules of the auction
they are calling for offers |
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termination of the offer
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revocation: offeror can revoke anytime before acceptance
exceptions: when they cant revoke before an acceptance |
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firm offer/ UCC 2-205
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only applies to the sales of goods contract-offer by a merchant, must be made in signed writing assurance-stating a time period to accept. the period will not be enforce for more than 3 months
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option to the UCC
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real estate and sale of benefits and services
a contract to keep offer open. consideration keep offer open, paying half of what it is |
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Promissory estoppel
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1. general legal concepts. like paying some but not full amount of an offer. the offeror has too keep offer open till offeree pays completely
2. the offeree reasonably rely on the promise to his detriment. |
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unilateral offers-only in some states
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1. offeror cant revoke before act is done.
2.substantial performance rule: cant revoke without giving reasonable amount to finish act 3.started performance rule: started performance cant revoke till act is finish |
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Indirect revocation
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make a revocation the same way that the offer was made, like a public offer
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rejection/counteroffer
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terminate an offer
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lapse of time
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build in expiration date-reasonable amount of time
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destruction of subject matter
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terminates an offer-if the goods is broken then offer is terminated
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death or incompetency
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unless its an option
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illegality
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no illegal contracts
if subject matter becomes illegal then offer is terminated |
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acceptance
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say something or doing something that a reasonable person would take as an acceptance
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acceptance of a unilateral offer
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doing an act and finishing itbefore accepting
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acceptance of a bilateral offer
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promising to pay
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silence as acceptance
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stated in the offer that silence was acceptance. Intend there was silence
general rule:not acceptance if silence |
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exceptions to silence as an acceptance
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a.offer so states, and offeree with intend of accepting does remain silent.
b. offeree accepts a benefit he had a chance to reject c. previous dealings-established a custom silence but stil accepted it |
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communicating the acceptance
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offer may specify means that they have to do exactly what says to do in order to accept(do anything else-making counter offer will result in no contract
If offer doesnt specify how to accept either use same as offer was made or better than offeror sent offer or faster |
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timing of acceptance
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when it takes effect you have a contract
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the mailbox rule
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mail is the only proper mean to send an acceptance.
rejections and acceptances. If offeror gets rejection first then he can start another offer with someone else. if the acceptance is sent first in th email and then rejection is sent then there is a contract. |
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form of acceptance
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common law: the mirror image rule: acceptance must be on the same terms as offer, nothing else added and if there is then it is a counteroffer
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UCC 2-207
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Exception of the common law only used for sales of goods contracts
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acceptance with additional or different terms still an acceptance. unless it indicates to the contrary
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unless is worded as a counter offer
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when merchants make an offer
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if its only one merchant and a body, then it is on merchant terms
if its both merchants then 1. between merchants the offer falls in the offerees terms unless the original offer states otherwise or terms materially alter the contract or offeror objects to the additional terms within reasonable time |
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consideration
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exchange as a general rule
benefit to which one had no prior legal entitlement undertaking a detriment or burden one is not otherwise obligated to incur, like giving the right to sue |
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legal adequacy- the meaning of valuable
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taking amount or less amount for paid in full
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illusory promises
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output and requirements have needs and wishes and desires, illusory promises are promises that were not meant to be promises at all
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pre-existing legal duty
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when you cannot give up something when you already gave it up for consideration to somebody else
like a public obligation: a cop having to catch a bad guy cannot get reward or contractual duty: when you have a contract to teach but dont want to teach and then party offers to pay to stay and teach but then dont pay, party cant sue cause of contractual duty |
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exceptions to contractual duty
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a. liquidated debt: an accord and satisfaction, amount that is in genuine good faith
b. new consideration: getting money early is a new consideration taking less than actual debt and taking it as full payment |
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past consideration
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act that has already been done. cannot serve as consideration if promise was made after act was made
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contracts that are enforceable without consideration
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a. new promise to pay old debt
1.discharged by statute of limitations-like bankruptcy b. promissory estoppel: when a promisor makes a promise which promisor expects promisee will rely on it and promisee relies on promise made |
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capacity: when both parties have contractual capacity
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minors and infants can make contracts, but their contracts are voidable
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minor's power to disaffirm
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saying anything or doing anything, at any time during their minority, or within reasonable time of maturity age. their responsibility is to return any consideration taken. duty of the other party has to return money or full consideration taken
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effect of misrepresentation of minors age
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they can disaffirm but they are still liable for a tort- called a fraud.
they are not liable for torts if it amounts to the same thing as being held liable on the contract. some states say minor cannot disaffirm |
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statutory rules:contracts minors cannot disaffirm
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insurance, banks, contracts made to fulfill a legal duty-legal obligation to pay real estate taxes. or mom paying for her sick minor, if doesnt have money then minor is held liable since it is a service that is needed
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ratification
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minors cannot disaffirm after ratification, meaning after they have shown that they want to keep consideration, intend to keep contract
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minors contractual liability of a necessaries-use subjective test
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necessities needed by minors they are held liable if needed
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mental competency issues
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if anyone is judge by court or judge that they are mental incapable of making or getting into contracts or it shows they have lack of memory they can get off contract.
except if they show at the time making the contract that they are good in the head |