ICO Chart “Contracts” and Video Tutorial of Black Letter Law

Below is the Cal Bar ICO Chart dealing with Issue Clustering and “Contracts”. Seems easy enough right? Well sure, if you also understand crossovers, have the entire chart, and black letter law, writing techniques and practice practice practice. During this time period of study, Paul helped me develop a schedule of daily goals so I could nail this chart and the many others. Contract law, fortunately, is one of my stronger subjects. But just look at what a winning candidate must know, and then you will understand why it was so important to me to have a coach push me through the material and testing.

Video of “Breach of Contract” Black Letter Law With Examples by Attorney Michael Ehline

I did a pretty decent video on basics of contract law with some decent examples of a breach that I did a while back.  Although this Video Jug series on contract law is by no means comprehensive, it is definitely pretty decent.

IV.

CONTRACTS

IV. CONTRACTS

*A. Formation

*B. Performance

C. Other Parties

IV. CONTRACTS

(Consider cross-overs: Torts, Remedies, Property, Agency &
Partnership)

Writing Techniques: Major/Minor, FC, Prefatory, Continuity

*A. Formation: Consider UCC applicability (MBE)

 *1. Offer (MBE)

*a. Manifestation of present contractual intent (Objective theory of reasonableness)(MBE)

*1. Words used (mere invitation to contract vs. preliminary negotiation)

2. Surrounding circumstances (Extravagant proposals made obviously in jest, excitement, anger)

3. To whom proposal made (groups vs. individual)

*4. Definiteness and certainty of terms

5. Whether written contract contemplated

 *b. Requirement of definiteness and certainty of terms (JDXN)(MBE)

1. Common law (party, subject matter, time and price required) (FC)(MBE)

*2. Modern view and U.C.C.: General rule, policy of law favors upholding commercial expectation of parties. Therefore, will imply objective terms where capable of doing so. (MBE)

a. Such as:

1. Requirement and output contracts, offers to pay “when able”, alternative performances offered equal objective terms. Agreements to “agree” on future term not objectively capable of being determined.

*2. U.C.C. requires quantity term or no offer (MBE)

*c. Communicated (knowledge of offer on part of offeree)

2. NOTE: Type of offer

a. Option contract

*b. Where offeree has detrimentally relied (MBE)

c. Option with reserve

*d. U.C.C. Firm “Offer” by merchant (MBE)

*e. Unilateral contract after part performance

f. Plain offer

3. Offer terminated

a. Express Terms (FCC)

b. Operation of Law

1. Lapse of time

2. Death or destruction of subject matter (MBE)

3. Death or insanity of offerer or offeree

4. Supervening illegality of proposed contract

c. Acts of Parties

*1. Revocation of offerer (MBE)

*2. Rejection by offeree

*4. Acceptance

a. Capacity to accept

*b. Acceptance must be communicated

*c. Bi-lateral vs. unilateral contract

d. Notice of acceptance required

1. Methodology

*e. Acceptance must be unequivocal (Common Law
Restatement, U.C.C.) (JDXN)(MBE)(FC)

5. Consideration

*a. Benefit vs. detriment (FC)(MBE)

b. Adequacy of consideration (overreaching)

*c. Pre-existing duty (MBE)

*1. Extension agreement

*2. Promises to accept a smaller sum as discharge of debt

*3. Commercial necessity

4. Pre-existing duty owed to third party (MBE)

*5. NOTE: Pre-existing duty vs. accord and satisfaction and novation (MBE)

d. Promises enforceable without consideration

1. Promissory estoppel (Common law, Restatement, U.C.C.) (JDXN)

e. Formalisms as substitute for consideration

1. Promises under seal

*2. Promises in writing

*3. Promises to pay a barred legal obligation (MBE)

4. Promises to perform avoidable

*5. Pre-existing duty (MBE)

*6. Promises to pay for benefits previously conferred (MBE)

f. Illusory Promises

g. No requirement all consideration is valid

*6. Defenses to formation of contract

a. Lack of contractual capacity

1. Minority

2. Mental incapacity

3. Intoxication

b. Illegal contracts

*c. Contracts induced by fraud, mistake, and duress (cf. Remedies: *Recission/*reformation/*Q.K. Also, cf. Torts: Misrepresentation) (MBE)

*d. U.C.C. Unconscionability (JDXN)

*e. Statute of Frauds (MBE)

1. Guaranteed contracts

*2. Contracts for sale of land (MBE)

*3. Contracts for sale of goods (MBE)

4. Contracts in consideration of marriage

*5. Contracts which are incapable of being performed within one year (MBE)

*6. Agency contract (MBE)

*7. Past Performance

8. Effect: MAJ: voidable; MIN: void.

f. Ambiguity (Ref./P.E.)

g. Novation/Cancellation/Release/Lapse/SOL/Sub-K

*B. Performance (MBE)

1A. Conditions/Promises

*1. Breach (FC)(JDXN)(MBE)

*a. Anticipatory breach: Major breach/discharge of duties (MBE)

*b. Voluntary disablement: Minor breach/suspension of duties (MBE)

2. Prevention

3. Divisibility

4. Waiver (MBE)

*5. Substantial Performance (*Constructive conditions precedent at *quasi contract)(MBE)

*6. Impossibility (FC)(MBE) (Know in detail all forms)

7. Impracticability

8. Frustration of Purpose

9. Estoppel

10. Remedies (see Remedies ICO chart)

a. Specific performance (MBE)

b. Recission (MBE)/Quasi Contract

c. Reformation (MBE)

11. Warranties
a. Express
b. Implied

C. Other Parties

1. Third Party Beneficiaries (MBE)

*a. Creation (MBE)

*b. Vesting (MBE)

*c. Termination (MBE)

d. Entrustment

e. Voidable Title

2. Assignment and delegation (FC)(MBE)

*a. In general (FC)

*b. What constitutes effective assignment (MBE)

*c. Revocation of assignments and competing claims of successive assignees (MBE)

d. U.C.C. Rules on successive assignments of contract claim (MBE)

e. Defenses available to obligor

f. Delegation of contract duties