Term
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Definition
| the state of two specified parties being in a contract |
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Term
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Definition
| the transfer of contractual rights by an obligee to another party |
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Term
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Definition
| an obligee who transfers a right |
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Term
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Definition
| a party to whom a right has been transferred |
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Term
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Definition
| a clause the prohibits the assignment of rights under the contract |
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Term
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Definition
| a transfer of contractual duties by an obligor to another party for performance. |
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Term
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Definition
| an obligor who has transferred his or her duty |
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Term
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Definition
| a party to whom a duty has been transferred |
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Term
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Definition
| a situation in which a delegation of duties contains the term "assumption", "I assume the duties", or other similar language. In such a case, the delegatee is legally liable to the obligee for nonperformance. |
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Term
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Definition
| a clause that prohibits the delegation of duties under the contract |
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Term
| intended third party beneficiary |
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Definition
| a third party who is not in privity of contract but who has rights under the contract and can enforce the contract against the promisor. |
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Term
| donee beneficiary contract |
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Definition
| a contract entered into with the intent to confer a benefit or gift on an intended third party. |
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Term
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Definition
| a third party on whom a benefit is to be conferred. |
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Term
| creditor beneficiary contract |
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Definition
a contract that arises in the following situation:
(1) a debtor borrows money
(2) the debtor signs an agreement to pay back the money plus interest
(3) the debtor sells the item to a third party before the loan is paid off, and
(4) the third party promises the debtor that he or she will pay the remainder of the loan to the creditor. |
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Term
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Definition
| an original creditor who becomes a beneficiary under the debtor's new contract with another party. |
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Term
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Definition
| a party who is unintentionally benefited by other people's contracts. Has no rights to enforce or sue. |
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Term
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Definition
| an unconditional promise to perform. |
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Term
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Definition
| a qualification of a promise that becomes a covenant if it is met. |
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Term
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Definition
| a condition that requires the occurrence of an event before a party is obligated to perform a duty under a contract. |
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Term
| personal satisfaction test |
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Definition
| a subjective test that applies to contracts involving personal taste and comfort. |
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Term
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Definition
| an objective test that applies to commercial contracts and contracts involving mechanical fitness. Most contracts the require the work to meet the satisfaction of third person (i.e. engineer, architect) are judged by this standard. |
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Term
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Definition
| a condition who occurrence or nonoccurrence of a specific event automatically excuses the performance of an existing contractual duty to perform. |
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Term
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Definition
| a condition that exists when the parties to a contract must render performance simultaneously; each party's absolute duty to perform is conditioned on the other party's absolute duty to perform. |
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Term
| implied-in-fact condition |
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Definition
| a condition that can be implied from the circumstances surrounding a contract and the parties' conduct. |
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Term
| novation agreement (or simply "novation") |
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Definition
| an agreement that substitutes a new party for one of the original contracting parties and relieves the exiting party of liability on the contract. |
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Term
| impossibility of performance |
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Definition
| nonperformance that is excused if a contract becomes impossible to perform. must be objective, not subjective |
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Term
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Definition
| a clause in a contract in which the parties specify certain events that will excuse nonperformance |
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Term
| commercial impracticability |
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Definition
| nonperformance that is excused if an extreme or unexpected development or expense makes it impractical for the promisor to perform. |
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Term
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Definition
| a statute that establishes the time period during which a lawsuit must be brought; if the lawsuit is not brought within this period, the injured party loses the right to sue. |
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