Law 3/1/18

Capacity
 A contract entered into by a minor is voidable (only by the minor)
o Minor has the power to change his/her mind
o Can disaffirm during infancy + a reasonable time after reaching 18
 A minor cant ratify a contract until he/she is a major
 When a minor disaffirms:
o Minor = buyer
 Minor gives back goods
 Adult gives back money (Purchase price - damage) – to the extent that the
adult has the minor’s money (you don’t want to sell on credit unless you
have a guarantee from the adult)
o Minor = seller
 Item has to be given back
 Seller must give back money – if he squandered, you’re out
 Minors need a degree of protection (that’s why this exists)
 Exceptions (minor cannot disaffirm based on infancy):
o Edu Loan
o Mortgage
o Performing/professional athlete
o Medical/surgical
 Emancipated minor – no longer being taken care of by parent or legal guardian
o Necessities depend on circumstance
o Can still disaffirm contracts but is liable of the goods given to him/her (based on
quasi contract)
 Guarantor guarantees payment in case he disaffirms
 UCC 2-403 one who has voidable title to GOODS transfers to a good faith purchaser for
value (purchaser is unaware the seller has voidable title)
Law 3/6/18

 Voidable title (when you buy from a minor)

 Owner of real estate gets voidable title
 If original owner is an infant, the title is voidable until the infant is of legal age
 Infant (when reaching legal age) can ratify and get real estate back
 Own of goods gets voidable title
 When a buyer gets a good from a person with voidable title, they have indefeasible title
(can keep the goods) according to UCC 2-403 (only counts for goods and protects a 3rd
party buyer)
 Infancy – people under 17 yrs can disaffirm a contract

Intro to Statute of Fraud

 Affirmative defense – ex infancy

 Requirement of a writing

Midterm Review
 2 essays, 15 MC
 Quasi contract prevents unjust enrichment
 Express contract - mutual assent is expressed by words
 Implied contract – mutual assent is expressed by actions
 Bilateral contract – both parties committed
 Unilateral contract – one party commits (ex: offer of money for a performance of a
service)
o Can only be accepted by performance
 Basic remedy = damages = pecuniary loss (money)
 Equitable remedies:
o Quasi contract
o Specific performance – for unique one of a kind goods or real estate
 a court never grants specific performance for personal services
 only appropriate when damages are not adequate
o Injunction – asking the court to order someone NOT to do something (opposite of
specific performance)
o Rescission – avoid the contract - limited by laches (time)
 Misrepresentation
 Fraud
o Reformation – rewrite to reflect the true intentions of the parties
 The court wants you to sue for damages, not equity
 Elements of fraud
o Plaintiff has to prove the defendant committed fraud
o Scinter – knowledge of falsity (without this it is misrepresentation)
o Reliance of innocent party
o Loss suffered
 Punitive damages – extra money (fraud)
 Damages = what you paid – what it cost you because of the breach
 Variant acceptance
o for everyone dealing in goods, an acceptance with a change or addition can be
accepted or rejects
o between merchants – an acceptance with a change or addition is added to the
contract unless rejected by the offeror or it is a major change
 changing warranty
 changing delivery
 changing means of payment
 changing price
 anything that is a major cost for the seller

3/8 midterm
3/13 in notes
3/15 in notes
Law 3/20/18
Continuing statute of fraud
1. guarantor
2. real estate
3. services (that can’t be done within 1 year)
4. sale of $500 or more
a. partial performance
b. custom made item
c. confirmatory memo between merchants (can be rejected within 10
days or receival)
d. admission of contract in court
i. will bind admitter to contract
Parol Evidence Rule: when there is a written and signed contract between the parties,
which represents the complete and entire agreement between the parties, neither party
can introduce parol (oral) evidence that contradicts what Is in the written contract – this
gives full validity and strength to the written contract
- once you sign a written contract, that’s it
- Parol Evidence will be allowed when:
1. The contract is not complete
2. To clear ambiguity
3. If you’re trying to show the contract is void or voidable
Law 3/22/18
Consideration - mutuality
 Legal detriment test
o Each party mus suffer some legal detriment
 the person agrees to do something they are not legally bound to do
– performance
 agree to refrain from doing something they could legally do -
forbearance
o each parties’ legal detriment is in exchange for the other
 Distinguisehes an enforceable relationship from an unenforceable one
 Distinguishes what is an enforceable contract and what is just a promise
 Requitred by both parties
 Bargained – for exchange – given in exchange for the other
 to make an enforceable consideration
o if it is expressed in the writing
 Past consideration – may be enforacble if it is in a signed writing that recites the
past consideration
 Promissory Estoppel – equity
o Similar to quasi contract
o Very limited
o Prevents injustice