Contracts Outline (for Law School

Contracts Outline (for Law School

Mutual Assent (intent to contract)
- O + A (through words or conduct)
- Meeting of the minds
- To decide whether a person has the intent to contract the court looks at the
person’s outward expressions of intent and decides whether the person’s words or
acts would lead a reasonable person to believe that there was intent. A person’s
secret intent is irrelevant
- EXCEPTION: When both people know the secret intentions, there is no intent to
contract. In this case, the courts look at subjective intent
- Lucy v. Zehmer
The Offer
- What is an offer? A “yesable" proposition
1. Must be Communicated to OEE (Expressed)
2. OR must have a commitment to K (Must carry out or have the ability to carry out the
K)
3. O must be definite in terms (clear)
A. Preliminary Negotiations: Willingness to enter into a bargain is not an offer
- OR is master of the offer, but once the OEE accepts there exists a
binding contract
B. Solicitations
- Leftowitz. V. Greater MN Surplus Store
- Where the offer is clear, definite and explicit and leaves nothing open
for negotiation, it constitutes an offer and acceptance of which will
complete the contract
- While an advertiser has the right at any time before acceptance to modify
his offer, he does not have the right, after acceptance to impose new conditions in the published offer
C. Statement of Opinion
- Professional statements, if they give a guarantee, may give rise to a
contract
D. Written Contract to Follow
- Continental Labs v. Scott Paper Co.
- a binding oral contract may exist even if they plan to put it in writing
- They can make it so it has to be in writing before it’s binding
Acceptance
1. Responsive: Does it meet the conditions of the offer?
2. Absolute and unequivocal (straight forward)
3. Communicated (Expressed)
A. Form of Acceptance
- Acceptance is a manifestation of assent...

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