an amount above the amount owed is paid to the prevailing party to punish the party who was in the wrong. Additional money as a civil fine for willful and wrongful breach of contract. Note: Cannot get Chancery Relief unless dollar damages are not adequate.

1.                   A promise conditioned either upon performance of an act by the offeree (unilateral offer) or upon the return the offeree (bilateral offer) to perform it.

a.       Offeror – the one who makes the offer.

b.      Offeree – the one to whom the offer is made.

2.                   The legal effect on an offer is to give the offeree the legal power to bind the offeror to contracts by the offeree accepting the offer.

3.                   The law requires that there be a “meeting of the mind” between the parties. That is each party must manifest to the other a mutual assent to the same bargain.

Acceptance

A contract is formed when the acceptance has been communicated by the offeree to the offeror.

Acceptance is an acknowledgment by the person to whom the offer was made that the offer is accepted. The acceptance must comply with the terms of the offer and must be communicated to the person who proposed the deal. For example, Mr. Jones offers to rent his house for $500 in cash each month, for a period of one year. To accept the offer, Mr. Brown, the renter, has to accept the offer to rent the house, pay $500 cash each month, and make continuing payments on a monthly basis.

Exception to an Acceptance

An acceptance takes place when put in the process of communication by the same method of transmittal used by the offeror to transmit the offer (even if the offeror never actually receives the acceptance). Can be avoided by stating the time period and method of acceptance in the terms of the offer.

Consideration – quid pro quo (the price paid by each party)

Legal Definition: The price bargained and paid for a promise. 'what for what' or 'something for something.' The concept of getting something of value in return for giving something of value. Consideration is the bargained-for exchange.

 It is the legal benefit received by one person and the legal detriment imposed on the other person. Usually consideration takes the form of money, property or services. Using the house example, there is consideration on both sides of the contract. Mr. Jones, the owner, gives up use of the house and gets $500 a month; Mr. Brown, the renter, gives up $500 a month and gets a home to live in. An agreement without consideration is not a contract

Assent (mutual consent or like minds)

An intentional approval of known facts that are offered by another for acceptance; agreement; consent.

Express assent is manifest confirmation of a position for approval. Implied assent is that which the law presumes to exist because the conduct of the parties demonstrates their intentions. Mutual assent, sometimes called the meeting of the minds of the parties, is the reciprocal agreement of each party to accept all the terms and conditions in a contract.

Quasi Contracts

An equitable doctrine based on fairness. Where a person has been unjustly enriched at the expense of another person, the law implies a contract where no such contract existed in fact;but the remedy is limited to provable out of pocket expenses spent of materials and labor (with no profit).

  This contract term means that each of the signatories on one side of the contract will be liabe for their share or percent of the damages.

Statute of Frauds

A statute requiring certain contracts to be in writing and signed by the parties bound by the contract. The purpose is to prevent fraud and other injury. The most common types of contracts to which the statute applies are contracts that involve the sale or transfer of land, and contracts that cannot be completed within one year. Most states have laws (called "Statutes of Frauds") listing the types of contracts that must be written in order to be enforceable. The purpose of the Statutes of Frauds is to prevent fraudulent claims from arising.

The Parole Evidence Rule

Where there is a written contract it is the final expression of the intent of the parties so that the evidence at trial of oral or written understandings of the parties which precede the written agreement and which contradict the written agreement are barred at trial.

All such prior understanding are merged into written agreement.

A conditioning event which must happen before there is a present duty to perform.

A conditioning event which will discharge the parties from an already existing duty to perform a contract.

Where one party to the contract, in advance of the agreed date for performance, announces to the other party to the contract that he does not intend to perform on the agreed date. 

This is done because the announcement obligates the non-breaching party to mitigate (reduce) damages by seeking an equivalent substitute performance before the agreed date. The non-breaching party is excused from performing the contract. The announcing party is in present breach of contract and is liable for damages (subject to reduction by mitigation).

     The offeree communicates an acceptance to the offeror/giving the offeror the exact return-requested in the offer.Acceptance is an acknowledgment by the person to whom the offer was made that the offer is accepted

Necessaries are those items reasonably needed by the incompetent person to sustain their health, safety, welfare or condition in life; must be judged on the facts of each case. If an item is a “necessary” the incompetent person cannot totally avoid the contract but instead must pay only the provable out of pocket expenses of the other contracting party.

to make a contract means each party has the legal capacity to make a contract. Generally, people are considered to be competent to make contracts if they are over 18 years of age and of sound mind.

       Unconscionable agreements

A court may refuse to enforce a contract that is valid on its face (i.e. satisfies offer and acceptance) where the total substance of the contract is so unfair that it would offend the conscience of the court to enforce the contract. Example: Hidden negative, continuous renewal of contract.

  contract is to be performed pursuant to its terms – monetary damages are not adequate.

1.                   Waiver

             where one party to the contract intentionally prevents the happening of a condition or performance by the other party, non performance by the other party is excused.