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Definition
| the promisor—but not all promisors—cannot perform; does not discharge the promisor |
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| no promisor is able to perform; generally discharges the promisor |
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| Destruction of Subject Matter |
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Definition
| will discharge contract if it occurs without the promisor’s fault |
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Term
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Definition
| if performance becomes illegal or impractical as a result of a change in the law, the duty of performance is discharged |
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Term
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Definition
| principal purpose of a contract cannot be fulfilled because of a subsequent event |
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Term
| Commercial Impracticability |
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Definition
| where performance can be accomplished only under unforeseen and unjust hardship, the contract is discharged under the Code and the Restatement |
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Definition
| conditions that are to take place at the same time. The law assumes that respective performances under a contract are concurrent conditions, unless there is an agreement to the contrary. |
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Term
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Definition
| A condition subsequent is an event that terminates an existing duty. For example, where goods are sold under terms of sale or return, the buyer has the right to return the goods to the seller within a stated period but is under an immediate duty to pay the price unless she and the seller have agreed upon credit. |
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Term
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Definition
| an event that must or must not occur before performance is due |
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Term
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Definition
| Explicitly set forth in language. No particular form of words is necessary to create an express condition, so long as the event to which the performance of the promise is made subject is clearly expressed. The basic rule applied to express conditions is they must be fully and literally performed before the conditional duty to perform arises. "Usually proceded by words such as "provided that", "if", "while", and "upon". |
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Term
| Implied-in-Fact Conditions |
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Definition
| contingency understood by the parties to be part of the agreement, though not expressed |
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Term
| Implied-in-Law Conditions |
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Definition
| contingency not contained in the language of the contract but imposed by law; also called a constructive condition |
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Term
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Definition
| a wrongful failure to perform the terms of a contract that gives rise to a right to damages by the injured party |
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Term
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Definition
| nonperformance that significantly impairs the injured party’s rights under the contract and discharges the injured party from any further duty under the contract |
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Term
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Definition
| an offer by one party "who is ready, willing, and able to perform" to the other party to perform his obligation according to the terms of the contract. |
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Term
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Definition
| is a substituted contract involving a new third-party promisor or promisee. |
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Term
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Definition
| is a material and fraudulent alteration of a written contract by a party to the contract or someone acting on his behalf. It discharges the entire contract. |
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Term
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Definition
is an agreement between the parties to terminate their respective duties under the contract. Mutual rescission is a discharge by agreement of the parties rather than by operation of law.
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Term
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Definition
| is a contract by which an obligee promises to accept a stated performance in satisfaction of the obligor's existing contractual duty. |
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Term
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Definition
| Where, after a contract is made, a party's principal purpose is substantially frustrated without his fault by the occurrence of an event the nonoccurrence of which was a basic assumption on which the contract was made, his remaining duties to render performance are discharged, unless the party assumed the risk. |
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Term
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Definition
| is a discharge of a contractual duty by operation of law available to a debtor who obtains an order of discharge by the bankruptcy court. |
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Term
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Definition
| Historically, the common law excused a party from contractual duties for objective impossibility; that is, where no one could render the performance. The death of a person who has contracted to render personal services is an example of discharge by operation of law due to objective impossibility. |
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Term
| Prevention of performance |
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Definition
| Prevention of performance is one party's substantial interference with performance by the other party. |
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Term
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Definition
standard under the UCC that a seller’s performance under a sales contract must strictly comply with contractual duties and that any deviation discharges the injured party |
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Term
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Definition
| an inability or refusal to perform, before performance is due, that is treated as a breach, allowing the nonrepudiating party to bring suit immediately |
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Term
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Definition
after the statute of limitations has run, the debt is not discharged, but the creditor cannot maintain an action against the debtor |
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