Term
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Definition
| One that substantially harms the innocent party and for which it would be hard to compensate without discharging the contract. |
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Term
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Definition
| Making it unmistakenly clear that it will not honor the contract. |
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Term
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Definition
| Something has happened making it utterly impossible to do what the promisor said he would do. |
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Term
| True Impossibility is generally limited to 3 causes: |
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Definition
*Destruction of subject matter
*Death of promisor in a personal services contract
*Illegality |
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Term
| Commercial Impracticability |
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Definition
| Some event has occurred that neither party anticipated and fulfilling the contract would now be extraordinarily difficult & unfair to one party. |
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Term
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Definition
| Some even has occurred that neither party anticipated that the contract now has no value to one party. |
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Term
| Courts consider the following in deciding impracticability and frustration cases: |
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Definition
*Mere financial difficulties will never suffice to discharge a contract.
*The even must have been truely unexpected
*if the promisor must use a different means to accomplish her task, at a greatly increased const, she probably does have a valid claim of impracticability.
*A force majeure clause is significant but not necessarily dispositive.
*The UCC permits discharge only for major, unforeseen disruptions. |
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Term
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Definition
| Allowing cancellation of agreement in the vent of extraordinary and unexpected events. |
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