To transfer, make over or set over to another. To appoint, select, or designate for a particular purpose.
Category: Contracts Law
Wright v. Newman
266 Ga. 519, 467 S.E.2d 533 (1996). Facts: Kim Newman (P) sought child support from Bruce Wright (D). Wright’s answer admitted paternity to Newman’s daughter only. DNA testing subsequently showed that he was not the father of her son; nevertheless, the trial court ordered Wright to pay child support for both children. The trial court […]
Wood v. Lucy, Lady Duff-Gordon
222 N.Y. 88 (1917) One-Sentence Takeaway: In exclusive agency or output/requirements contracts, courts will imply a promise to use reasonable efforts to make the deal work, even if not specifically stated in the contract. Summary: Defendant (Lucy), an influential fashion guru, employed Plaintiff (Wood) to help her market her appeal. Plaintiff was to have exclusive rights […]
Ambiguity Upon the Factum
An ambiguity in relation to the very foundation of the instrument itself, as distinguished from an ambiguity in regard to the construction of its terms. The term is applied, for instance, to a doubt as to whether a testator meant a particular clause to be a part of a will, or whether it was introduced […]
Ambiguity
Duplicity, indistinctness, or uncertainty of meaning of an expression used in a written instrument. Ambiguity of language is to be distinguished from unintelligibility and inaccuracy, for words cannot be said to be ambiguous unless their signification seems doubtful and uncertain to persons of competent skill and knowledge to understand them. It does not include uncertainty […]
Zapatha v. Dairy Mart, Inc.
381 Mass. 284, 408 N.E.2d 1370 (1980). One-Sentence Takeaway: A contract provision allowing termination without cause is not per se unconscionable. SUMMARY Facts: Zapatha (P) was involved in a franchise agreement with Dairy Mart (D) that provided that the agreement could be terminated without cause. After several years Dairy Mart presented Zapatha with a new franchise […]
Agreement to Sell
Contracts Law. An agreement to sell or agreement of sale is a contract to be performed in the future, and, if fulfilled, results in a sale. An agreement to sell is preliminary to a sale, and is not the sale. “A breach [of an agreement to sell] may occur by which the contemplated sale never takes […]
Adequate Consideration
The return that a promisor receivers for his or her promise, where all contracting parties receive each other’s promises as consideration for their own.
Accord and Satisfaction
An accord and satisfaction is generally an agreement between parties to a contract to settle a claim under that contract, often at a lesser amount, pursuant to which a new agreement is substituted for, and in satisfaction of, the preexisting contract between the same parties. In doing so, the original agreement is thereby extinguished. The general purpose of an […]
Austin Instrument, Inc. v. Loral Corp.
Citation: 29 N.Y.2d 124 (1971). One-Sentence Takeaway: A contract is voidable on the grounds of duress by the party who was forced to agree to it by means of a wrongful threat precluding the exercise of his free will. Summary: Loral Corp. (“Defendant”) was awarded a lucrative contract by the Navy to provide certain radar systems. The […]
Angel v. Murray
Citation: 322 A.2d 630 (R.I. 1974). Summary: City of Newport (Plaintiff) had entered into a 5-year contract with Defendant to collect garbage for $137,000 per year. Following that contract, the city experienced unanticipated increase in the number of residents which resulted in substantial unanticipated increase in the amount of garbage that Defendant was required to collect under […]
American Trading & Production Corp. v. Shell International Marine Ltd.
453 F.2d 939 (2d Cir. 1972). One-Sentence Takeaway: An increase in expense is not sufficient to constitute commercial impracticability. Summary: The parties contracted for transportation of cargo from Texas to India for a specific price, expecting that delivery would occur through the Suez Canal. But, the Suez Canal was closed due to the state of war […]
Alaska Democratic Party v. Rice
934 P.2d 1313 (Alaska 1997). One-Sentence Takeaway: The court used promissory estoppel to enforce an oral promise of employment that was subject to the statute of frauds. Summary: Plaintiff left a position of employment at will with the Gore Vice Presidential campaign in 1992 to accept an oral offer of employment in Alaska made to her on […]
42 U.S.C. Section 1981
Also known as Section 1981 of the Civil Rights Act of 1866. A federal law that prohibits discrimination based on race, color and/or ethnicity in the making and enforcement of contracts (e.g., employment contracts). A federal law that prohibits employers from discriminating against their employees based on said employees’ race or ethnicity. See 42 U.S.C. § 1981 […]
168th and Dodge, LP v. Rave Reviews Cinemas, LLC
501 F.3d 945 (8th Cir. 2007) One-Sentence Takeaway A binding contract is not formed by a preliminary agreement which sets forth the terms of a potential future agreement. Summary Plaintiff commercial real estate developer and Defendant movie theater operator exchanged letter of intent that outlined the terms that would be controlling Defendant’s opening of a […]