Understanding what classes you will encounter in your first year will give you the one-up on the rest of your classmates. You do not need a full, in-depth understanding about what these classes entail, especially since each law school follows a different curriculum. However, it is a good idea to understand an overview of each course so you feel comfortable on your first day and comprehend the context of this subject of law. One of the first classes you encounter as a 1L is Contracts.
Contracts A Versus Contracts B
When people think about Contracts, they think of the corporate world and going through long documents with hidden clauses. While that is an aspect of Contracts as a whole, that isn’t exactly this class. Instead, the 1L course is broken up into two semesters. Contracts A focuses on the formation of the contract and introducing you to the course in general. Contracts B focuses on the opposite, mainly on the remedies for breach and what breaching a contract looks like.
The Formation Of A Contract And What Is Consideration?
When people think of a contract they think of a promise to do something. However, it is a bit more complicated: a contract is an agreement or a set of promises for the breach of which the law gives a remedy. In order to create a contract, four things must be present: (1) intent (2) offer (3) acceptance and (4) consideration.
The parties must mutually intend to contract with one another. However, this standard is objective, meaning it does not matter if you have the actual, subjective intent to form the contract, it matters if you outwardly manifest your intent (by words or conduct). Next, one party must give an offer which gives the other party the power of acceptance. Sometimes it may seem like a party is making an offer but they are not. The easiest way to trace whether or not there is an offer is if they are giving the other party the power to accept. This means that if the party accepts, a contract is formed with no other action from either party. Finally, the agreement has to have consideration, meaning: this for that. Essentially, consideration is a promise for performance or performance for performance; it is what the parties “get” out of the agreement.
The UCC is the Uniform Commercial Code, your guide to all transactions for goods. The UCC is a set of uniform acts that govern the sales of goods and is very authoritative (meaning courts follow what it says for the most part). One concept that trips students up is that the UCC applies to ALL transactions for goods, not just over $500. The reason students get confused is because the Statute of Frauds (meaning the contract has to be in writing) only applies to good transactions over $500. There are different rules between normal individuals and between merchants, so reference the code appropriate to what you need.
Ah, remedies. Everyone wants to ensure that they are getting their money after all! Although Contracts A focuses on the formation and performance of contracts, remedies are the complete opposite: what happens when someone breaches or fails to perform. This is where remedies come in to play. People breach contracts for a number of reasons. However, only certain circumstances allow the non-breaching party to cancel their future performance.
There are two main types of damages: specific performance and substitutory relief. Specific performance is when the non-breaching party wants the contract to be performed. This type of remedy is typically only available for property (because it is unique) and very unique/rare items because you can replace the performance with something else. Substitutory relief is money to compensate the non performance.
The amount of damages is measured in three interests: expectation, reliance, and restitution.
Expectation interest attempts to put the non-breacher in the position in which they would have been had the promise been performed. Reliance interest attempts to put the non-breacher in the position they were in had the promise never been made. Restitution interest attempts to put the breacher in the position that they were in had the promise never been made.
Contracts Is A Piece Of Cake
Contracts is unlike what most 1Ls think when they start the course. Many people struggle to grasp every aspect of the course. Things will definitely be challenging at first (especially if it is your first semester!) but as long as you work hard, you’ll be thinking of offer, acceptance, and consideration in your sleep! If you need help understanding, get tutoring or purchase a supplement in order to fully grasp this difficult subject.
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