法律英语课件-CONTRACT LAW (2017)合同法

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1、 CONTRACT LAW Lesson One Introduction Lesson Two Performance and Non-Performance Lesson Three Contract Remedies and Computation of Damages Lesson Four Rights of Third PartiesLesson One Introduction Case: the Cotton Cases of 1973 “The critical issue is whether there was an enforceable promise to buy

2、for each promise to sell. We believe there was.”contracts I. Contract Nature Contractand contract law A contract is a promise or a set of promises which the law will protect and enforce. The common law countries stress the contract as a kind of “promise,” the civil law countries concern on the “agre

3、ement between the parties.” A promise or set of promises where the law gives a remedy when breached, and the performance of which the law recognizes as a duty. Contract law Contract law is most obviously the law relating to agreements or promises. The bulk of American contract law is judge-made case

4、 law. The Uniform Commercial Code The Restatement of Contracts 合同法注释汇编合同法注释汇编 合同法重述合同法重述 2. Formation of Contract offer and acceptance Offeror and Offeree Meeting of the minds Mutual assent Manifestation of willingness “mirror image” “mailbox rule” Offer and Acceptance Consideration No Defenses to F

5、ormation Offer and AcceptanceWhy important to have offer and acceptance rules? Helps court decide whether negotiations or an actual bargain Ensures parties agreed on a minimum quantity of terms Gives court a reliable method to determine content of deal Legal Significance of Offer Creates power of ac

6、ceptance in offeree Offeree can conclude a deal and bind offeror by proper assentTermination of OfferTermination by Offeree Rejection Not terminated by inquiries or request for different terms Counter-offer Expiration of time period If no time for acceptance, the offer is deemed a reasonable time de

7、pending on circumstancesAcceptanceWho may accept? Person to whom offer was addressed or if in the class of persons to whom addressedAcceptance must be unequivocal. Common Law: Mirror image rule acceptance must mirror terms of offer Commercial Law: Any acceptance indicating intention to enter contrac

8、t is valid UNLESS made conditioned on acceptance of new terms 3.Necessary Elements of a Contract (1) There must be an agreement between the parties; (2)There must be consideration to support a contractual claim; (3)There must be two or more parties who have the legal capacity to contract; (4) Subjec

9、t matter of the contract must be lawful; (5) There must be proper form for a contract.Consideration Consideration A benefit of legal value which must be bargained for between the parties.Elements of Consideration1. Bargain must exchange somethingGift no bargain, no consideration2. Legal Valuea. Gene

10、ral rule adequacy or fairness of consideration not examinedb. Majority view party must incur detriment by doing something not legally obligated to do or refraining to refraining from something he has a right to do. 4. Classification of a Contract -forms (1)bilateral contract (2)unilateral contract -

11、expression (1) an express contract (2) implied-in law contract(quasi-contracts) -legal effects (1) valid contract (2)void contract (3)voidable contract Express or Implied1. Express written2. Implied from conduct, past relationships Bilateral or Unilateral1. Bilateral - exchange of promises2. Unilate