Contracts

This is a course about a fundamental way in which legal relations are organized: through agreement. It is also a course about what happens when people change their minds about what they agreed to and what happens when they never really agreed but the law treats them as if they did. We will cover the basic doctrines of contract law: what it takes for a contract to be enforceable (a manifestation of intent to create an obligation, consideration, sufficient definiteness), excuses that get people out of contracts (misrepresentation, mistake, duress, impossibility, waiver, material breach, repudiation), how we decide what counts as an obligation and a breach of obligation (interpretation, parol evidence, good faith, implied terms, gap-filling), and what the potential remedies are if there has been a breach (specific performance, expectation damages, reliance, restitution.) There is some treatment of the specific issues that arise under the statutory regime that governs commercial contracts (the Uniform Commercial Code.) We will also consider the public policy issues that arise with these doctrines, especially economic analysis of law and fairness concerns. Our course, however, will primarily be a problem-solving course, organized around learning how to implement contract law in practice and how to deploy the doctrines to develop strategic advice for a client about the nature of their contractual obligations.

Students will work in teams throughout the semester completing four assignments that build capacity to work with complex sets of facts to develop a strategy for achieving client goals in the formation, management or dissolution of contractual relationships.

Language: English

Units: 7, Tests: 1