Contract Law ：Rules, Theory, and Context ( Cambridge Introductions to Philosophy and Law )

Publication subTitle ：Rules, Theory, and Context

Publication series ：Cambridge Introductions to Philosophy and Law

Author： Brian H. Bix

Publisher： Cambridge University Press‎

Publication year： 2012

E-ISBN: 9781139574877

P-ISBN(Paperback): 9780521850469

Subject： D91 Legal departments

Keyword：法学各部门

Language： ENG

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Contract Law

Description

To gain a deep understanding of contract law, one needs to master not only the rules and principles of the field, but also its underlying theory and justification, and its long and intricate history. This book offers an accessible introduction to all aspects of American contract law, useful to both first-year law students and advanced contract scholars. The book is grounded on up-to-date scholarship and contains detailed references to cases, statutes, Restatements and international legal principles. The book takes the reader from contract formation through interpretation and remedies, considering both the practical and theoretical aspects throughout. Each chapter also includes helpful lists of suggested further reading.

Chapter

1 Philosophical Problems of Contract Law

SUGGESTED FURTHER READING

2 History and Sources

A. ROMAN LAW

B. ENGLISH WRIT SYSTEM

C. THE RANGE AND LIMITS OF CONTRACT LAW

D. SOURCES OF CONTRACT LAW

1. Domestic Law

2. International Sources

E. THEORETICAL IMPLICATIONS

SUGGESTED FURTHER READING

Roman Law

English History

International Law

3 Formation

A. OFFER AND ACCEPTANCE

1. The Nature of Offers

2. Timing of Offers and Acceptances

3. Offers for Unilateral Contracts

4. Objective and Subjective

5. Battle of the Forms

6. Electronic Contracting and Rolling Contracts

7. Open Terms and Agreements to Agree

8. Construction Bid Contracts

B. CONSIDERATION

1. Historical Origins

2. Current Doctrine

C. STATUTE OF FRAUDS

D. OTHER GROUNDS FOR RECOVERY

1. Promissory Estoppel

2. Promissory Restitution

3. RestitutionUnjust Enrichment

E. FORMATION-BASED DEFENSES

1. Misrepresentation and Nondisclosure

2. Mistake

3. Duress

4. Undue Influence

5. Minority

6. Mental Incapacity

7. Intoxication

F. THEORETICAL IMPLICATIONS

SUGGESTED FURTHER READING

Offer and Acceptance

Unilateral Contracts

Consideration

Gift Promises

Statute of Frauds

Promissory Estoppel

Mistake

Duress and Undue Influence

Minority

4 Interpretation

A. OBJECTIVE AND SUBJECTIVE

B. DEFAULT RULES, INCOMPLETE CONTRACTS, AND IMPLIED TERMS

C. RULES OF INTERPRETATION

1. Canons of Interpretation

2. Plain Meaning

D. PAROL EVIDENCE RULE

1. The Rule(s)

2. Trusting Writings versus Trusting Face-to-Face Promises

E. WARRANTIES

F. INTERPRETATION AND FAIRNESS

G. CHOICE OF LAW AND CONFLICT OF LAWS

H. THEORETICAL IMPLICATIONS

SUGGESTED FURTHER READING

Interpretation Generally

Parol Evidence Rule

Choice of Law and Conflict of Laws

5 Performance

A. CONDITIONS

1. On-Off Switches

2. Excuse of Failure of Condition

B. RESPONSES TO CURRENT AND FUTURE PROBLEMS IN PERFORMANCE

1. Prior to Scheduled Performance: Anticipatory Repudiation and Adequate Assurances

2. Failures in the Middle of Performance

3. Modification

4. Failure in Completed Performance: Substantial Performance, Divisibility, Restitution

C. IMPOSSIBILITY, IMPRACTICABILITY, AND FRUSTRATION OF PURPOSE

D. GOOD FAITH

E. THEORETICAL IMPLICATIONS

SUGGESTED FURTHER READING

Conditions

Anticipatory Repudiation and Adequate Assurances

Good Faith

Impossibility, Impracticability, and Frustration of Purpose

6 Enforcement and Remedies

A. SUBSTANTIVE (FAIRNESS) CONSTRAINTS AND PUBLIC POLICY

1. Fairness Constraints

2. Unconscionability

3. Public Policy

B. LIMITATIONS ON REMEDIES

1. Causation

2. Certainty

3. Foreseeability

4. Mitigation

5. Unrecoverable Damages

C. MEASURING DAMAGES: EXPECTATION, RELIANCE, RESTITUTION

1. Expectation Damages

2. Reliance Damages

3. Restitution

D. SPECIAL CASES

1. Cost of Completion versus Diminution of Value

2. Restitution for the Breaching Party

E. EQUITABLE REMEDIES

F. AGREED REMEDIES

G. THIRD-PARTY RIGHTS AND DUTIES

1. Third-Party Beneficiary

2. Assignment and Delegation

H. BILATERAL STRUCTURE, CORRECTIVE JUSTICE, AND OPTIMAL INCENTIVES

I. EFFICIENT BREACH AND THE (A)MORALITY OF CONTRACT LAW

J. THEORETICAL IMPLICATIONS

SUGGESTED FURTHER READING

Damages Generally

Unconscionability

Foreseeability

Third-Party Rights and Duties

Specific Performance and Efficient Breach

Agreed Remedies

7 Special Categories of Contract Law

A. EMPLOYMENT AGREEMENTS

B. INSURANCE LAW

C. LANDLORD-TENANT

D. REAL ESTATE AGREEMENTS

E. FRANCHISE AGREEMENTS

F. PREMARITAL AGREEMENTS

G. GOVERNMENT CONTRACTS

H. THEORETICAL IMPLICATIONS

SUGGESTED FURTHER READING

Employment Contracts

Insurance Contracts

Landlord-Tenant Law

Real Estate Agreements

Franchise Agreements

Premarital Agreements

Government Contracts

8 Modern Contract Law Practices

A. THE GAP BETWEEN IDEAL AND REALITY

B. THEORIES OF CONTRACT LAW

C. THEORY MEETS PRACTICE

D. RETHINKING CONTRACT LAW

E. THE MORAL OBLIGATION TO KEEP CONTRACTS

F. IMPLICATIONS FOR GOVERNMENT REGULATION

Conclusion

SUGGESTED FURTHER READING

9 How Many Contract Laws?

A. THE HISTORY OF GENERAL THEORY

B. THE NATURE OF GENERAL THEORY

C. GENERAL CONTRACT LAW

D. CONTRACT AND LAW

E. CONSEQUENCES

F. NOTE ON PROVING A NEGATIVE

G. NOTE ON RIGHTS AND REMEDIES

H. ONE OR MANY THEORIES (REVISITED)

1. Essential and Accidental

2. Deciding between General and Particular Theories

3. Why Does It Matter?

Conclusion

SUGGESTED FURTHER READING

Bibliography

Table of Cases

Statutes and Restatements

Index

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