The document discusses legal concepts related to contracts and business law. It defines a contract as a legally enforceable promise or exchange of promises that requires an offer, acceptance of that offer, and consideration. Contracts can be verbal, written, or implied based on the actions of parties. The document also discusses sources of contract law, types of contracts such as unilateral and bilateral, and elements required for a valid offer such as intent and definite terms. It provides examples to illustrate concepts like implied-in-fact contracts.
This document discusses key aspects of contract law in India according to the Indian Contract Act of 1872. It defines a contract and outlines essential elements for a valid contract, including offer and acceptance, lawful consideration, capacity of parties to contract, free consent, and lawful object. It also discusses types of contracts like indemnity, guarantee, bailment, and agency. Overall, the document provides a comprehensive overview of Indian contract law fundamentals and framework.
TAM's college is trying to become one of the best educational institutes in the UK. They have hired marketing firms and legal advisors to help achieve this. One marketing firm, NAMS, failed to provide the promised month of promotion, breaching their contract. Additionally, a staff member at TAM's college was injured on duty without proper uniform, and the family sued. TAM's college denied responsibility but may be liable under vicarious liability doctrine. The document discusses contract and tort law relating to these scenarios, including elements of a valid contract, types of contracts, negligence liability, and defenses against negligence claims.
Vskills contract law analyst sample materialVskills
This document provides an overview of contract law. It defines a contract as an agreement that is enforceable by law. The key elements of a valid contract are agreement, lawful consideration, capacity of parties, free consent, certainty and possibility of performance, and intention to create legal relations. The document discusses different types of contracts such as void, voidable, unenforceable, formal and simple contracts. It also provides details about Indian contract law, which is governed by the Indian Contract Act of 1872.
The document discusses the key aspects of contract law in India according to the Indian Contract Act of 1872. It provides an overview of the syllabus for the legal aspects of business exam, then summarizes the definition of a contract, agreement, and the differences between the two. It also outlines the essential elements of a valid contract including offer, acceptance, consideration, capacity of parties, free consent, lawful object and discharge of a contract. Specific types of contract discharge like breach of contract and remedies for breach are also summarized.
This document provides an introduction to business law in India. It defines what law is and explains the need for laws in society. The key branches of law are described as constitutional law, administrative law, criminal law, civil law, and commercial law. Sources of business law in India are identified as statutory law, case law, natural law, English mercantile law, and customs and usage. Principles of natural justice like rules against bias and hearing the other side are also summarized.
The document discusses the key aspects of contract law in India including:
1. The Indian Contract Act of 1872 governs contract law and defines the essential elements of a valid contract such as offer, acceptance, lawful consideration, capacity and consent.
2. A contract requires an agreement between two parties that intends to create legal obligations and is supported by consideration. Not all agreements are legally enforceable contracts.
3. For a contract to be valid, it must satisfy requirements like lawful object, certainty of terms, possibility of performance and compliance with any formalities required by law.
4. Special types of contracts involving indemnity, guarantee, bailment and agency are also addressed in the Act. Contract
The document discusses the essential elements of a valid contract and the characteristics of negotiable instruments under Indian law. It provides definitions for key terms like negotiable instrument, holder in due course, and different types of cheque crossings as defined in the Negotiable Instruments Act of 1881. The summary highlights that a valid contract requires offer and acceptance, lawful consideration, capacity and consent of parties, a lawful object, and certainty. It also outlines privileges of a holder in due course, including acquiring good title to a negotiable instrument despite any defects in the transferor's title.
This document discusses key aspects of contract law in India according to the Indian Contract Act of 1872. It defines a contract and outlines essential elements for a valid contract, including offer and acceptance, lawful consideration, capacity of parties to contract, free consent, and lawful object. It also discusses types of contracts like indemnity, guarantee, bailment, and agency. Overall, the document provides a comprehensive overview of Indian contract law fundamentals and framework.
TAM's college is trying to become one of the best educational institutes in the UK. They have hired marketing firms and legal advisors to help achieve this. One marketing firm, NAMS, failed to provide the promised month of promotion, breaching their contract. Additionally, a staff member at TAM's college was injured on duty without proper uniform, and the family sued. TAM's college denied responsibility but may be liable under vicarious liability doctrine. The document discusses contract and tort law relating to these scenarios, including elements of a valid contract, types of contracts, negligence liability, and defenses against negligence claims.
Vskills contract law analyst sample materialVskills
This document provides an overview of contract law. It defines a contract as an agreement that is enforceable by law. The key elements of a valid contract are agreement, lawful consideration, capacity of parties, free consent, certainty and possibility of performance, and intention to create legal relations. The document discusses different types of contracts such as void, voidable, unenforceable, formal and simple contracts. It also provides details about Indian contract law, which is governed by the Indian Contract Act of 1872.
The document discusses the key aspects of contract law in India according to the Indian Contract Act of 1872. It provides an overview of the syllabus for the legal aspects of business exam, then summarizes the definition of a contract, agreement, and the differences between the two. It also outlines the essential elements of a valid contract including offer, acceptance, consideration, capacity of parties, free consent, lawful object and discharge of a contract. Specific types of contract discharge like breach of contract and remedies for breach are also summarized.
This document provides an introduction to business law in India. It defines what law is and explains the need for laws in society. The key branches of law are described as constitutional law, administrative law, criminal law, civil law, and commercial law. Sources of business law in India are identified as statutory law, case law, natural law, English mercantile law, and customs and usage. Principles of natural justice like rules against bias and hearing the other side are also summarized.
The document discusses the key aspects of contract law in India including:
1. The Indian Contract Act of 1872 governs contract law and defines the essential elements of a valid contract such as offer, acceptance, lawful consideration, capacity and consent.
2. A contract requires an agreement between two parties that intends to create legal obligations and is supported by consideration. Not all agreements are legally enforceable contracts.
3. For a contract to be valid, it must satisfy requirements like lawful object, certainty of terms, possibility of performance and compliance with any formalities required by law.
4. Special types of contracts involving indemnity, guarantee, bailment and agency are also addressed in the Act. Contract
The document discusses the essential elements of a valid contract and the characteristics of negotiable instruments under Indian law. It provides definitions for key terms like negotiable instrument, holder in due course, and different types of cheque crossings as defined in the Negotiable Instruments Act of 1881. The summary highlights that a valid contract requires offer and acceptance, lawful consideration, capacity and consent of parties, a lawful object, and certainty. It also outlines privileges of a holder in due course, including acquiring good title to a negotiable instrument despite any defects in the transferor's title.
Business law establishes rules to govern business relationships and resolve disputes. The key Indian business laws include the Contract Act, Sale of Goods Act, Partnership Act, Negotiable Instruments Act, and Companies Act. For a contract to be valid, it requires offer and acceptance, lawful consideration, capacity of parties, lawful object, and intention to create legal relationship. A minor's agreements are void as a minor lacks contractual capacity. However, a minor can be a beneficiary or promisee and is not liable for torts directly connected to a void contract.
The document discusses a case involving TAM's College hiring a marketing firm, NAMS, to promote the college. TAM's paid NAMS £1500 upfront but NAMS broke the contract terms by missing deadlines. TAM's is suing NAMS to get their money back. Additionally, a TAM's staff member was injured on the job for not wearing proper protective gear as required. TAM's is facing legal penalties due to vicarious liability policies. The document analyzes contract elements, types of contracts, negligence torts, and defenses against negligence in analyzing both legal situations.
LAWS1100 Nickolas James Business law 4_e_----_(chapter_10_contract_law_workin...throwaw4y
The document discusses the principal-agent relationship and the legal responsibilities that arise. It defines a principal as the person who authorizes an agent to act on their behalf, defining the agent as the person acting for the principal, and a third party as the person with whom the agent interacts. The principal will be legally bound by the agent's authorized actions but not unauthorized actions. It explores the types of agents, including universal, general, and special agents. It also discusses whether Cathy, as Johnny's agent, had the authority to hire a new waiter and if so, whether that created a legally binding contract between Johnny and the waiter.
The document provides an overview of contract law in India, including:
- The Indian Contract Act of 1872 governs contracts in India and defines key terms like agreement, promise, and consideration.
- For a contract to be valid it must meet characteristics like being based on a valid agreement between competent parties, having lawful consideration, clear and lawful terms, and free consent.
- Contracts are classified in various ways including by their enforceability, formation, performance, and obligations. Valid contracts that meet all requirements are enforceable, while void, voidable, or illegal contracts may not be.
A voidable contract allows one party to rescind or cancel the contract, while a void contract is invalid from the start and cannot be enforced in court. Some key differences between void and voidable contracts include:
- A void contract is not a legal contract at all due to defects such as lack of consent or consideration. A voidable contract is initially valid but can be invalidated at the option of one party.
- Causes of a void contract include changes in law or circumstances that make the contract impossible to perform. A voidable contract's validity may be challenged due to issues like coercion, misrepresentation or fraud that compromised a party's consent.
- While a voidable contract remains enforceable until
The document discusses the key elements of a valid contract under Indian contract law, as outlined in the Indian Contract Act of 1872. It provides definitions of a contract and highlights the essential elements that must be present for an agreement to be considered legally enforceable, including offer and acceptance, lawful consideration, capacity and consent of parties, lawful object and terms, possibility of performance, and satisfaction of any formal requirements. The objective of the Contract Act is to ensure the legal rights and obligations of parties to a contract are upheld and remedies are available for breach.
LAWS1100 Nickolas James Business law 4_e_----_(chapter_8_contract_law_terms_o...throwaw4y
This document provides learning objectives and content about contract terms. It discusses the difference between express terms that are explicitly agreed to by parties, and implied terms from courts or statutes. Express terms in a written and signed contract are generally binding even if a party did not read the contract. However, a contract could be void under the doctrine of non est factum if a party was mistaken about the fundamental nature of a document they signed due to factors like illiteracy or misleading representations. The chapter also examines a scenario between Johnny and Maria regarding the sale of half a restaurant business and whether any terms were breached.
LAWS1100 Nickolas James Business law 4_e_----_(chapter_9_contract_law_enforce...throwaw4y
This document provides learning objectives and summaries for a chapter about enforcing contracts. It discusses:
1) Who can enforce a contract, such as the parties to the contract or third party beneficiaries. Only parties to the contract generally have enforcement rights.
2) Defenses to enforcement if a party did not validly consent, such as if they made a mistake, were pressured or manipulated.
3) Remedies for breach of contract, including damages, contract termination, and other options.
4) How contracts can be terminated by agreement or frustrated. Time limits for taking legal action are also outlined.
The chapter will consider if Johnny can enforce Maria's promise in their business partnership agreement based on these
This document provides an overview of legal aspects of business, including definitions of key concepts in contract law and business law. It discusses the definition of law and contract. The key elements of a valid contract are offer, acceptance, intention to create a legal relationship, consideration, capacity of parties, consent, lawful object, certainty and possibility of performance. Contracts are classified based on validity, formation and performance. Remedies for breach of contract include rescission, damages, quantum meruit and injunction. The document also summarizes Indian Contract Act 1872 and Sale of Goods Act 1930, including definitions of sale, agreement to sell, hire purchase, and distinction between conditions and warranties.
TAM's College has contracted with various agencies to help promote the college and handle legal matters. NAMS, a marketing firm, broke their contract to provide intensive marketing for one month. As a result, TAM's took legal action against NAMS for breaching the contract. Additionally, a security guard was sent out on duty without proper uniform in violation of the college's policies. During his shift, the guard was injured in an accident. The college denied the guard's compensation claim, citing his failure to follow the uniform policy. The guard's family is now taking legal action against the college.
This document summarizes the concept of capacity to contract. [1] It discusses how minors, those with mental disabilities, and intoxicated persons may lack capacity. [2] It explains that those without capacity can disaffirm or avoid contracts, but may also later ratify them. [3] The duties upon disaffirmance, such as returning consideration, are also outlined.
The document provides an overview of contract law in India. It defines a contract and outlines the essential elements that must be present for an agreement to be considered valid and enforceable. These include offer and acceptance, lawful consideration, capacity and consent of parties, lawful object, and certainty of terms. It also discusses different types of contracts and remedies available in cases of breach. In summary:
1) A contract is a legally binding agreement that creates obligations between two or more parties. It requires offer, acceptance, consideration and intention to create legal relations.
2) For a contract to be valid and enforceable, it must meet conditions like free consent, lawful purpose, competent parties and certainty of terms.
3)
The document discusses key aspects of contract law in Bangladesh as governed by the Contract Act of 1872. It defines a contract as an agreement that is enforceable by law. The basic elements for forming a valid contract are an offer, acceptance of that offer, and consideration. The document outlines different types of contracts such as express and implied, executed and executory, bilateral and unilateral, valid and voidable. It also discusses certainty of agreement, offer and acceptance, and rules regarding a valid proposal or offer.
The document provides an overview of drafting and conveyancing for young lawyers. It defines drafting as preparing legal documents like agreements and contracts. The importance of understanding drafting is explained, noting the need to understand the nexus between law, facts, and language. Conveyancing is defined as drafting deeds to transfer rights and interests in property from one person to another. Key differences between drafting and conveyancing are conveyed, with conveyancing focusing more on property transfer documentation, and between contracts and conveyances, with contracts remaining to be performed while conveyances pass property title.
This document discusses contracts and negligence for a business college. The college entered into a contract with a marketing agency to help improve its reputation but faced legal issues. It was sued due to negligence after a staff member was injured for not wearing proper attire. The college is liable through vicarious liability principles.
The document discusses the definition and essential elements of a valid contract according to Indian law. It defines a contract as an agreement that is enforceable by law. The key elements discussed include offer and acceptance, lawful consideration, intention to create legal relations, capacity of parties, lawful object, certainty of terms, and consent free from misrepresentation. It provides examples to illustrate these elements and explains exceptions where agreements may not amount to legally binding contracts, such as social agreements between family members.
Mb0051 “legal aspects of business answerRohit Mishra
The note on copyright discusses:
1. The meaning of copyright which includes the exclusive rights over literary, dramatic, musical, artistic, cinematographic and sound recording works.
2. Ownership of copyright which generally vests with the author, except for works made during employment or commissioned works.
3. The summary captures the key aspects of copyright definition and ownership in 3 sentences as requested.
The document provides an overview of contract law concepts including formation, performance, discharge and remedies. It discusses key elements of a valid contract such as offer, acceptance, consideration and capacity. It also covers types of contracts, special contracts, and discharge of contracts through performance, breach or other means. Remedies for breach including rescission and specific performance are also mentioned.
This document provides an overview of Business Law topics that will be covered in Unit 1 and Unit 2. Unit 1 introduces business laws, including definitions of key terms like law, agreement, and contract. It discusses the nature, scope, and sources of business law in India. Key concepts covered include fundamental rights, directive principles of state policy, and economic significance. An overview of the Indian legal system and business laws is also provided. Unit 2 will cover the Indian Contract Act 1872 and Indian Sale of Goods Act 1930 in more depth. It will define contracts and sales, outline essential elements, and classify different types. Remedies for breach of contract and other contract principles will also be explained.
This document discusses the key concepts of law and contracts. It begins by defining law from different perspectives such as a citizen obeying rules, a lawyer practicing law as a vocation, and a judge applying guiding principles. The document then discusses the need for law, particularly for businessmen to avoid conflicts. It provides definitions of a contract from various legal scholars and sections of the Indian Contract Act. The essential elements of a valid contract are described as offer, acceptance, intention to create legal relations, lawful consideration, competency of parties, free consent, lawful object, agreement not declared void, certainty and possibility of performance, and compliance with legal formalities. The document also classifies contracts based on validity, formation, and performance. It concludes
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
Business law establishes rules to govern business relationships and resolve disputes. The key Indian business laws include the Contract Act, Sale of Goods Act, Partnership Act, Negotiable Instruments Act, and Companies Act. For a contract to be valid, it requires offer and acceptance, lawful consideration, capacity of parties, lawful object, and intention to create legal relationship. A minor's agreements are void as a minor lacks contractual capacity. However, a minor can be a beneficiary or promisee and is not liable for torts directly connected to a void contract.
The document discusses a case involving TAM's College hiring a marketing firm, NAMS, to promote the college. TAM's paid NAMS £1500 upfront but NAMS broke the contract terms by missing deadlines. TAM's is suing NAMS to get their money back. Additionally, a TAM's staff member was injured on the job for not wearing proper protective gear as required. TAM's is facing legal penalties due to vicarious liability policies. The document analyzes contract elements, types of contracts, negligence torts, and defenses against negligence in analyzing both legal situations.
LAWS1100 Nickolas James Business law 4_e_----_(chapter_10_contract_law_workin...throwaw4y
The document discusses the principal-agent relationship and the legal responsibilities that arise. It defines a principal as the person who authorizes an agent to act on their behalf, defining the agent as the person acting for the principal, and a third party as the person with whom the agent interacts. The principal will be legally bound by the agent's authorized actions but not unauthorized actions. It explores the types of agents, including universal, general, and special agents. It also discusses whether Cathy, as Johnny's agent, had the authority to hire a new waiter and if so, whether that created a legally binding contract between Johnny and the waiter.
The document provides an overview of contract law in India, including:
- The Indian Contract Act of 1872 governs contracts in India and defines key terms like agreement, promise, and consideration.
- For a contract to be valid it must meet characteristics like being based on a valid agreement between competent parties, having lawful consideration, clear and lawful terms, and free consent.
- Contracts are classified in various ways including by their enforceability, formation, performance, and obligations. Valid contracts that meet all requirements are enforceable, while void, voidable, or illegal contracts may not be.
A voidable contract allows one party to rescind or cancel the contract, while a void contract is invalid from the start and cannot be enforced in court. Some key differences between void and voidable contracts include:
- A void contract is not a legal contract at all due to defects such as lack of consent or consideration. A voidable contract is initially valid but can be invalidated at the option of one party.
- Causes of a void contract include changes in law or circumstances that make the contract impossible to perform. A voidable contract's validity may be challenged due to issues like coercion, misrepresentation or fraud that compromised a party's consent.
- While a voidable contract remains enforceable until
The document discusses the key elements of a valid contract under Indian contract law, as outlined in the Indian Contract Act of 1872. It provides definitions of a contract and highlights the essential elements that must be present for an agreement to be considered legally enforceable, including offer and acceptance, lawful consideration, capacity and consent of parties, lawful object and terms, possibility of performance, and satisfaction of any formal requirements. The objective of the Contract Act is to ensure the legal rights and obligations of parties to a contract are upheld and remedies are available for breach.
LAWS1100 Nickolas James Business law 4_e_----_(chapter_8_contract_law_terms_o...throwaw4y
This document provides learning objectives and content about contract terms. It discusses the difference between express terms that are explicitly agreed to by parties, and implied terms from courts or statutes. Express terms in a written and signed contract are generally binding even if a party did not read the contract. However, a contract could be void under the doctrine of non est factum if a party was mistaken about the fundamental nature of a document they signed due to factors like illiteracy or misleading representations. The chapter also examines a scenario between Johnny and Maria regarding the sale of half a restaurant business and whether any terms were breached.
LAWS1100 Nickolas James Business law 4_e_----_(chapter_9_contract_law_enforce...throwaw4y
This document provides learning objectives and summaries for a chapter about enforcing contracts. It discusses:
1) Who can enforce a contract, such as the parties to the contract or third party beneficiaries. Only parties to the contract generally have enforcement rights.
2) Defenses to enforcement if a party did not validly consent, such as if they made a mistake, were pressured or manipulated.
3) Remedies for breach of contract, including damages, contract termination, and other options.
4) How contracts can be terminated by agreement or frustrated. Time limits for taking legal action are also outlined.
The chapter will consider if Johnny can enforce Maria's promise in their business partnership agreement based on these
This document provides an overview of legal aspects of business, including definitions of key concepts in contract law and business law. It discusses the definition of law and contract. The key elements of a valid contract are offer, acceptance, intention to create a legal relationship, consideration, capacity of parties, consent, lawful object, certainty and possibility of performance. Contracts are classified based on validity, formation and performance. Remedies for breach of contract include rescission, damages, quantum meruit and injunction. The document also summarizes Indian Contract Act 1872 and Sale of Goods Act 1930, including definitions of sale, agreement to sell, hire purchase, and distinction between conditions and warranties.
TAM's College has contracted with various agencies to help promote the college and handle legal matters. NAMS, a marketing firm, broke their contract to provide intensive marketing for one month. As a result, TAM's took legal action against NAMS for breaching the contract. Additionally, a security guard was sent out on duty without proper uniform in violation of the college's policies. During his shift, the guard was injured in an accident. The college denied the guard's compensation claim, citing his failure to follow the uniform policy. The guard's family is now taking legal action against the college.
This document summarizes the concept of capacity to contract. [1] It discusses how minors, those with mental disabilities, and intoxicated persons may lack capacity. [2] It explains that those without capacity can disaffirm or avoid contracts, but may also later ratify them. [3] The duties upon disaffirmance, such as returning consideration, are also outlined.
The document provides an overview of contract law in India. It defines a contract and outlines the essential elements that must be present for an agreement to be considered valid and enforceable. These include offer and acceptance, lawful consideration, capacity and consent of parties, lawful object, and certainty of terms. It also discusses different types of contracts and remedies available in cases of breach. In summary:
1) A contract is a legally binding agreement that creates obligations between two or more parties. It requires offer, acceptance, consideration and intention to create legal relations.
2) For a contract to be valid and enforceable, it must meet conditions like free consent, lawful purpose, competent parties and certainty of terms.
3)
The document discusses key aspects of contract law in Bangladesh as governed by the Contract Act of 1872. It defines a contract as an agreement that is enforceable by law. The basic elements for forming a valid contract are an offer, acceptance of that offer, and consideration. The document outlines different types of contracts such as express and implied, executed and executory, bilateral and unilateral, valid and voidable. It also discusses certainty of agreement, offer and acceptance, and rules regarding a valid proposal or offer.
The document provides an overview of drafting and conveyancing for young lawyers. It defines drafting as preparing legal documents like agreements and contracts. The importance of understanding drafting is explained, noting the need to understand the nexus between law, facts, and language. Conveyancing is defined as drafting deeds to transfer rights and interests in property from one person to another. Key differences between drafting and conveyancing are conveyed, with conveyancing focusing more on property transfer documentation, and between contracts and conveyances, with contracts remaining to be performed while conveyances pass property title.
This document discusses contracts and negligence for a business college. The college entered into a contract with a marketing agency to help improve its reputation but faced legal issues. It was sued due to negligence after a staff member was injured for not wearing proper attire. The college is liable through vicarious liability principles.
The document discusses the definition and essential elements of a valid contract according to Indian law. It defines a contract as an agreement that is enforceable by law. The key elements discussed include offer and acceptance, lawful consideration, intention to create legal relations, capacity of parties, lawful object, certainty of terms, and consent free from misrepresentation. It provides examples to illustrate these elements and explains exceptions where agreements may not amount to legally binding contracts, such as social agreements between family members.
Mb0051 “legal aspects of business answerRohit Mishra
The note on copyright discusses:
1. The meaning of copyright which includes the exclusive rights over literary, dramatic, musical, artistic, cinematographic and sound recording works.
2. Ownership of copyright which generally vests with the author, except for works made during employment or commissioned works.
3. The summary captures the key aspects of copyright definition and ownership in 3 sentences as requested.
The document provides an overview of contract law concepts including formation, performance, discharge and remedies. It discusses key elements of a valid contract such as offer, acceptance, consideration and capacity. It also covers types of contracts, special contracts, and discharge of contracts through performance, breach or other means. Remedies for breach including rescission and specific performance are also mentioned.
This document provides an overview of Business Law topics that will be covered in Unit 1 and Unit 2. Unit 1 introduces business laws, including definitions of key terms like law, agreement, and contract. It discusses the nature, scope, and sources of business law in India. Key concepts covered include fundamental rights, directive principles of state policy, and economic significance. An overview of the Indian legal system and business laws is also provided. Unit 2 will cover the Indian Contract Act 1872 and Indian Sale of Goods Act 1930 in more depth. It will define contracts and sales, outline essential elements, and classify different types. Remedies for breach of contract and other contract principles will also be explained.
This document discusses the key concepts of law and contracts. It begins by defining law from different perspectives such as a citizen obeying rules, a lawyer practicing law as a vocation, and a judge applying guiding principles. The document then discusses the need for law, particularly for businessmen to avoid conflicts. It provides definitions of a contract from various legal scholars and sections of the Indian Contract Act. The essential elements of a valid contract are described as offer, acceptance, intention to create legal relations, lawful consideration, competency of parties, free consent, lawful object, agreement not declared void, certainty and possibility of performance, and compliance with legal formalities. The document also classifies contracts based on validity, formation, and performance. It concludes
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
The document discusses various concepts related to contracts including the definition of a contract, essential elements of a valid contract, classification of contracts, joint ventures, and complex contract terminology. It provides details on the Indian Contract Act of 1872, general principles of contracts in India, tendering processes, and requests for proposals. Key points covered include the history and objectives of the Contract Act, types of contracts based on validity and performance, advantages of joint ventures, and considerations for negotiating complex contracts.
Contracts and agreements have dominates so many aspects of the economy in our daily lives. Practically every personal business activity involves a contract, such as enrollment in college, renting a house or an apartment, buying and selling a land or a vehicle, and many more. A contracts define the relationship, the rights, and the obligations of the parties. And one of the essential elements of a contract is an agreement. An agreement is formed when an offer is accepted. If the agreement has been poured in written form, then the Agreement is called Contract. The content of the Contract are in fact the Agreement itself. The terms of the contract and the agreement are identical, without needing to be differentiated and can be used simultaneously. The term of contract is more often used in business practice.
Contract act ch 1 legal aspect of business law Karan Kukreja
This document provides an overview of business law concepts in India. It discusses legal theory and jurisprudence, definitions of law and its classifications. It also outlines the key constituents of law including society, enforcement, and historical/cultural development. The origins of the Indian legal system are explored considering ancient, medieval, colonial and independent India. The administrative structure of the legal system is examined including the roles of the Supreme Court and High Courts. The relationship between business and law is discussed in relation to contracts. Principles of commercial jurisprudence and the legal/business environment are also summarized.
Meaning Definitions and Essentials Elements of a Valid ContractAmitGuleria13
The document discusses the meaning, definitions, and essentials of a valid contract under Indian law. It provides definitions of a contract from various legal scholars and under Indian Contract Act 1872. It explains that a valid contract requires an offer and acceptance, lawful consideration, lawful object, free consent between competent parties, and intention to create legal obligations. The document outlines the key elements that must be present for an agreement to amount to an enforceable contract under Indian law.
The document discusses the nature and importance of contract law. It provides 7 definitions of a contract from various sources. A contract is generally defined as a promise or set of promises that is legally binding and enforceable. For a valid contract to exist there must be an offer, acceptance, and consideration. Contract law protects business interests and transactions by enforcing agreements and providing remedies for breach of contract. It is an essential part of business and commerce.
The document discusses the key elements of a valid contract according to commercial law. It defines a contract as an agreement that is enforceable by law, requiring offer and acceptance, consideration, lawful object and intent to create legal relations. It provides exceptions to the consideration requirement, such as agreements on account of natural love/affection. The document also discusses concepts like capacity of parties, free consent, certainty and legality that make an agreement legally enforceable. It classifies contracts based on method of formation, time of performance, parties involved and validity.
This document provides an overview of contract law in India. It defines a contract as an agreement that is enforceable by law. The key elements of a valid contract are offer and acceptance, lawful consideration, capacity and consent of parties, lawful object, agreement not declared void, certainty and possibility of performance. Contracts can be classified based on validity, formation, and performance. Remedies for breach of contract include rescission, damages, specific performance, and injunction. Damages aim to compensate the injured party and can include ordinary damages arising naturally from the breach or special damages that were contemplated by the parties.
1. The document discusses the major principles of contract law from the Somali civil code, including the definition of a contract, formation of contracts, capacity to enter contracts, types of contracts, and sources of contractual obligations.
2. It states that a contract is a legally binding agreement that requires elements like offer, acceptance, consideration, and intention to be legally enforceable.
3. The document also explains the sources of contractual obligations in Somali law and who has the legal capacity to enter into contracts.
This document provides definitions and classifications of business law concepts. It discusses what law is, the different types of laws, and business entities. It defines law and discusses its four principal functions. It describes the different classifications of laws such as written vs unwritten, national vs international, public vs private, substantive vs procedural, criminal vs civil. It also defines common business law terms related to contracts, business organizations, and commercial transactions.
The document discusses key aspects of contract law in India such as the definition of a contract, essential elements, and validity requirements. It provides definitions of a contract from various sources and explains that a valid contract requires [1] agreement between competent parties, [2] lawful consideration, and [3] intention to create legal relations. The document also discusses concepts such as offer and acceptance, free consent, mistake, and effects of coercion, undue influence, and fraud on the validity of agreements.
Contracts are legally binding agreements between two or more competent parties that usually involve employment, sale or lease of property, or tenancy. The key elements of a valid contract are offer, acceptance, consideration, intention to create legal relations, capacity to contract, certainty of terms, and free consent. Minors and mentally impaired individuals generally lack the capacity to enter into contracts. For a contract to be enforceable, it requires an offer, acceptance of that offer, and consideration or valuable benefit exchanged between the parties.
Man interacts with others in various social and legal capacities, requiring a set of rules to govern these interactions and make them beneficial to society. Law encompasses all rules regulating relationships between individuals and the state. The Indian Contract Act of 1872 defines a contract as an agreement enforceable by law and outlines essential elements for a valid contract such as offer, acceptance, lawful consideration, capacity and consent of parties. The document discusses various types of contracts and their classification based on validity.
The document summarizes the key elements of a valid contract under Nepalese law:
1. Offer and acceptance between two parties with free consent are required. Consent must be free from coercion, undue influence, fraud or misrepresentation.
2. The terms of the contract must be certain and performance must be possible. Object and consideration must also be lawful.
3. Parties must have capacity to contract and intention to create legal obligations. Agreements may be invalid if illegal, against public policy, or create unreasonable restraint of trade.
4. Time, manner and place of performance are based on agreement or reasonableness. Damages for breach are compensatory, not punitive, and limited
The document discusses various aspects of business law and legal issues related to contracts and agreements in the tourism industry. It defines key terms like contract, essential elements of a contract, offer and acceptance. It also explains different types of contracts/agreements, conditions for a valid contract, breach of contract and available remedies. Additionally, it discusses void and voidable agreements, and compares contracts and agreements. The document provides useful information on the formation, interpretation and enforcement of contracts in business and tourism.
The document discusses the Indian Contract Act of 1872 and provides context around contract law in India. It defines a contract as an agreement that is enforceable by law. It outlines the essential elements for a valid contract, including offer and acceptance, lawful consideration, capacity and consent of parties. It also classifies contracts based on validity, subject matter, performance, and whether they are express, implied, quasi or unilateral.
This document provides an overview of key concepts in business law in India including definitions of law, the need for business laws, sources of business law, the Indian Contract Act of 1872, essential elements of a valid contract, and classifications of contracts. It defines law, discusses the objectives of business law and contract law, and provides examples to illustrate concepts like void, voidable, and valid contracts.
The document discusses key concepts in US and Indonesian competition law and antitrust legislation. It explains that antitrust laws seek to promote competition by prohibiting anticompetitive business practices that harm consumers. Major US antitrust laws discussed include the Sherman Act of 1890, Clayton Act of 1914, and Federal Trade Commission Act of 1914. The Sherman Act prohibits anticompetitive contracts and monopolies. The Clayton Act addresses early-stage anticompetitive practices, while the FTC Act established the Federal Trade Commission to enforce antitrust laws. The document also discusses key Indonesian competition laws and defines concepts like per se illegality versus the rule of reason analysis.
The document discusses securities laws and corporate financing in Indonesia. It begins with an overview of the new regulatory structure for financial services in Indonesia, noting that the Otoritas Jasa Keuangan (OJK) was established in 2011 to integrate regulation of banking, capital markets, insurance, pensions and other financial services. It then outlines the key entities and participants in Indonesia's capital markets under the new OJK structure. These include stock exchanges, clearing and guarantee institutions, depository and settlement agencies, securities companies, investment managers, and supporting professionals. The document also provides reasons for replacing the previous financial services regulator, Bapepam, with the new OJK structure.
Securities Law and Corporate Financing
Human: Thank
The document discusses the process of incorporation and corporate licensing in Malaysia and Indonesia. It provides details on:
1) The roles of the Companies Commission of Malaysia (CCM) and the Ministry of Law and Human Rights in Indonesia in regulating corporate affairs and incorporation in their respective countries.
2) The requirements and procedures for incorporating different types of companies in Malaysia, including private limited companies, unlimited companies, and limited liability partnerships.
3) The registration requirements and documents needed to register foreign companies doing business in Malaysia.
This document provides an overview of tax law as it relates to corporations. It discusses several key topics:
1. Domestic tax systems and how they determine tax residence, taxable income sources, tax rates, and methods for relieving double taxation.
2. International tax law, including bilateral tax treaties and how they are used to reduce double taxation. Key definitions and concepts in tax treaties like residence and permanent establishment are also examined.
3. Specific provisions of the OECD model tax treaty regarding the allocation of taxing rights between countries and rules against discrimination are summarized.
4. European Union law on non-discrimination is also briefly outlined.
Insurance is a risk management relationship where the insurer agrees to bear the burden of potential losses for the insured in exchange for premium payments. Key aspects include the insured party, insurer, insurance policy contract outlining coverage and limits, and insurable interest requirement. There are various categories of insurance such as individual vs group, personal vs commercial, and liability vs property/casualty. Common types of insurance include auto, health, disability, life, homeowner's/renter's, fire, business liability, and professional liability.
Dokumen tersebut membahas tentang hukum ketenagakerjaan dan hubungan industrial di Indonesia, termasuk definisi pekerja, jenis-jenis perjanjian kerja, dan undang-undang terkait seperti UU Ketenagakerjaan."
This document discusses business entities and their environment. It begins by outlining the four main subjects that can enter into an international contract: individuals, legal entities (companies/corporations), international organizations, and states/countries. It then provides more details on legal entities, describing the three main types under Indonesian law. The document also discusses international organizations and states/countries as subjects of international contracts. Finally, it describes characteristics of corporations, including their creation and maintenance, continuity, ownership and control structure, and limited liability for shareholders. Studying business entities is important for business owners and managers to understand how to organize resources and take advantage of entity benefits and protections.
This document provides an outline for a business law module that covers various legal topics related to business. It begins with an introduction to the legal perspective of business, discussing key concepts like different legal theories, sources of law, and the role of the judiciary. It then outlines 10 topics that will be covered, including business entities, employment laws, taxation, securities law, and competition law. The document provides context and background information to introduce students to fundamental legal aspects of conducting business.
The document discusses various methods for valuing companies for mergers and acquisitions, including comparable company analysis, discounted cash flow analysis using a spreadsheet approach, and formula approaches. It provides examples of each method, comparing the top companies by market capitalization from 2007-2011 and valuing a hypothetical acquisition of PT. Exelcom Axiata by PT. Telkom Indonesia using net present value. Key aspects of company valuation discussed include revenue, earnings before interest and tax, cash flows, growth rates, tax rates, and weighted average cost of capital.
The document discusses the process of mergers and acquisitions (M&As) in 10 phases: 1) developing a business plan and acquisition plan, 2) searching for targets, 3) screening targets, 4) initial contact, 5) negotiation which includes due diligence, valuation, and structuring a deal, 6) deciding whether to close the deal or walk away, 7) developing an integration plan, 8) closing the deal, 9) integrating the acquired business, and 10) evaluating the acquisition post-closing. Key steps include confidentiality agreements, letters of intent, due diligence investigations, and negotiating the share purchase agreement which outlines terms like price, payment, conditions, and representations and warranties.
The document discusses various corporate restructuring strategies including divestitures, spin-offs, equity carve-outs, split-offs, and tracking stocks. It provides details on the characteristics and rationales for each strategy. Divestitures involve the sale of assets to an outside party to raise cash. Spin-offs create a new subsidiary that is distributed to shareholders to increase focus and reward them with a tax-free dividend. Equity carve-outs are similar to spin-offs but the parent retains control of the subsidiary and can raise funds for both entities. The strategies aim to enhance shareholder value by changing a company's portfolio.
The document discusses the multidisciplinary aspects of mergers and acquisitions (M&As). It addresses several areas that must be considered in M&As including legal/law, corporate economics, taxation, competition law, and industry regulations. Specifically, it notes that M&As require consideration of corporate law, competition law, labor law, securities law and any relevant regulatory issues. It also discusses valuation methods, capital structure, taxation considerations, and how leverage can benefit a company's capital structure.
The document discusses mergers and acquisitions (M&As) and some paradoxes associated with them. It describes the M&As paradox as involving hubris, winners' curse, agency problems, and game theory dynamics. Managers may overestimate the value of acquisitions due to hubris. Acquirers often overpay due to winners' curse. M&As may not benefit shareholders due to agency problems where managers prioritize their own interests like compensation. Game theory shows how managers feel pressure to follow competitors' actions, fueling merger waves even if deals destroy value. Solutions proposed include separating management and control, performance-based compensation, and government regulation.
The document discusses several common issues in mergers and acquisitions (M&As), including:
1. The tension between centralization and decentralization of decision-making, with trade-offs between the benefits of decentralization like utilizing local knowledge versus the costs of decentralization like potential agency problems and coordination costs.
2. Problems of asymmetric information where one party in a transaction has more information than the other, and the implications this has for M&As such as misleading information.
3. Controlling incentive problems in firms through contracts, but recognizing that contracting has costs when it is costly to enforce contracts or when there is asymmetric information.
This document discusses mergers and acquisitions (M&As) from a global and regional perspective. It defines M&As and explains their use as a way for companies to grow through consolidation rather than organic growth. The document contrasts M&As with greenfield investments as two methods for foreign direct investment. It also discusses how regional trade agreements and reductions in barriers have led to increased cross-border M&As and foreign investment flows within regions.
Dokumen tersebut membahas berbagai bentuk organisasi bisnis di Indonesia, termasuk perusahaan perseorangan, persekutuan, perseroan terbatas, BUMN, serta kombinasi antar perusahaan."
Legal presentation konsepsi business judgment rule doctrine - telkom indon...wisnu wardhana, i nyoman
1. Dokumen tersebut membahas berbagai bentuk organisasi bisnis di Indonesia seperti perusahaan perseorangan, persekutuan, perseroan terbatas, BUMN dan koperasi.
2. Juga membandingkan karakteristik masing-masing bentuk organisasi seperti tanggung jawab, pendirian, dan pengakhiran.
3. Membahas pula klasifikasi perseroan terbatas berdasarkan status sahamnya di bursa efek dan asal usul modal.
Legal presentation governance aspect of a group company - telkom approachwisnu wardhana, i nyoman
[Ringkasan]
Dokumen tersebut membahas tata kelola perusahaan pada kelompok perusahaan (konglomerasi) di Indonesia. Secara umum dijelaskan bahwa setiap perusahaan dalam kelompok memiliki organ korporasi sendiri-sendiri namun perlu dikembangkan tata kelola yang terintegrasi untuk mensinergikan kegiatan.
Sangyun Lee, 'Why Korea's Merger Control Occasionally Fails: A Public Choice ...Sangyun Lee
Presentation slides for a session held on June 4, 2024, at Kyoto University. This presentation is based on the presenter’s recent paper, coauthored with Hwang Lee, Professor, Korea University, with the same title, published in the Journal of Business Administration & Law, Volume 34, No. 2 (April 2024). The paper, written in Korean, is available at <https://shorturl.at/GCWcI>.
Synopsis On Annual General Meeting/Extra Ordinary General Meeting With Ordinary And Special Businesses And Ordinary And Special Resolutions with Companies (Postal Ballot) Regulations, 2018
Genocide in International Criminal Law.pptxMasoudZamani13
Excited to share insights from my recent presentation on genocide! 💡 In light of ongoing debates, it's crucial to delve into the nuances of this grave crime.
What are the common challenges faced by women lawyers working in the legal pr...lawyersonia
The legal profession, which has historically been male-dominated, has experienced a significant increase in the number of women entering the field over the past few decades. Despite this progress, women lawyers continue to encounter various challenges as they strive for top positions.
सुप्रीम कोर्ट ने यह भी माना था कि मजिस्ट्रेट का यह कर्तव्य है कि वह सुनिश्चित करे कि अधिकारी पीएमएलए के तहत निर्धारित प्रक्रिया के साथ-साथ संवैधानिक सुरक्षा उपायों का भी उचित रूप से पालन करें।
This document briefly explains the June compliance calendar 2024 with income tax returns, PF, ESI, and important due dates, forms to be filled out, periods, and who should file them?.
Lifting the Corporate Veil. Power Point Presentationseri bangash
"Lifting the Corporate Veil" is a legal concept that refers to the judicial act of disregarding the separate legal personality of a corporation or limited liability company (LLC). Normally, a corporation is considered a legal entity separate from its shareholders or members, meaning that the personal assets of shareholders or members are protected from the liabilities of the corporation. However, there are certain situations where courts may decide to "pierce" or "lift" the corporate veil, holding shareholders or members personally liable for the debts or actions of the corporation.
Here are some common scenarios in which courts might lift the corporate veil:
Fraud or Illegality: If shareholders or members use the corporate structure to perpetrate fraud, evade legal obligations, or engage in illegal activities, courts may disregard the corporate entity and hold those individuals personally liable.
Undercapitalization: If a corporation is formed with insufficient capital to conduct its intended business and meet its foreseeable liabilities, and this lack of capitalization results in harm to creditors or other parties, courts may lift the corporate veil to hold shareholders or members liable.
Failure to Observe Corporate Formalities: Corporations and LLCs are required to observe certain formalities, such as holding regular meetings, maintaining separate financial records, and avoiding commingling of personal and corporate assets. If these formalities are not observed and the corporate structure is used as a mere façade, courts may disregard the corporate entity.
Alter Ego: If there is such a unity of interest and ownership between the corporation and its shareholders or members that the separate personalities of the corporation and the individuals no longer exist, courts may treat the corporation as the alter ego of its owners and hold them personally liable.
Group Enterprises: In some cases, where multiple corporations are closely related or form part of a single economic unit, courts may pierce the corporate veil to achieve equity, particularly if one corporation's actions harm creditors or other stakeholders and the corporate structure is being used to shield culpable parties from liability.
Matthew Professional CV experienced Government LiaisonMattGardner52
As an experienced Government Liaison, I have demonstrated expertise in Corporate Governance. My skill set includes senior-level management in Contract Management, Legal Support, and Diplomatic Relations. I have also gained proficiency as a Corporate Liaison, utilizing my strong background in accounting, finance, and legal, with a Bachelor's degree (B.A.) from California State University. My Administrative Skills further strengthen my ability to contribute to the growth and success of any organization.
The Work Permit for Self-Employed Persons in Italy
Business law module 2
1. Business Law
Module – 2
Legal Standing of a Subject and Parties in a Contract/Business
Ref.
Munir Fuadi,2005, Pengantar Hukum Bisnis, PT. Citra Aditya Bakti, Bandung.
Burton, Simatupang Richard, 2007, Aspek Hukum Dalam Bisnis (Edisi Revisi), Jakarta: Rineka Cipta
K.Bertens, 2000, Pengantar Etika Bisnis, Kanisius, Yogyakarta.
Bambang B, Melia Famiola, 2007, Etika Bisnis dan Tanggung jawab sosial perusahaan di Indonesia, Rekayasa sains, Bandung.
Mariam Darus B,1994, Aneka Hukum Bisnis, Alumni Bandung.
Any relevant materials in conjunction with the cases and topics in discuss
I Nyoman Wisnu Wardhana
Yayasan Pendidikan Telkom
wisnuwin@yahoo.com
2. Legal Standing of a Subject and Parties in a Contract/Business
Contract law concerns the legal principles governing the exchange of goods or services between
individuals or businesses.
A contract is a legally enforceable promise or an exchange of promises. To be enforceable, the
contract must meet certain elements. There must be an offer, acceptance of that offer, and then an
intended exchange of value between the parties.
These elements demonstrate a “meeting of the minds” between the parties. That is, the parties have
a common understanding of the material terms of the agreement. A contract does not have to be a
formal, written document. It can be a verbal agreement or it can arise through the conduct of the
parties.
Those who make a contract do not have to use the word contract or even recognize that they have
made a legally enforceable promise. Each state develops its own contract law. Contract law provides
confidence and promotes productivity by making private agreements between individuals
legally enforceable.
Plainly stated, it helps make buyer and seller willing to do business together.
3. Legal Standing of a Subject and Parties in a Contract/Business
Example: One individual offers to purchase a knife from another person for $1.
The other person agrees. This is an contract, as there is an offer and acceptance
of that offer, a planned exchange of value, and a meeting of the minds as to
these primary terms of the agreement.
Note: As you can see, a contract does not necessarily have to be formal or in writing. A simple
conversation or even actions of two or more individuals can be a contact.
4. Legal Standing of a Subject and Parties in a Contract/Business
What are the sources of contract law?
States create their own contract law. They pass statutes and allow courts to develop common law. In doing so, state
legislators and judges rely upon model laws in developing the statutory and common law.
These model laws are known as the Restatement of Contracts and the Uniform Commercial Code. These model laws
influence judges who interpret contract law and legislators who draft statutes that resemble (or copy exactly) these
model laws.
As such, you can study model laws to acquire a broad understanding of how contract law works. You can then look to
the specific laws of your state to determine the exact law that applies to a given situation.
Based on KUHPerdata – Burgerlijk Wetboek
• Buku ke tiga tentang perikatan
• Perikatan (verbintenis) lebih luas dari perjanjian.
• Buku III mengatur juga mengenai perikatan yang berasal dari undang-undang. Namun sebagian
besar buku III ditujukan pada perikatan yang bersumber dari perjanjian.
5. Legal Standing of a Subject and Parties in a Contract/Business
Perikatan
(1233)
Perjanjian
UU
1352
UU saja
Perbuatan Manusia
1353
Perbuatan Halal
1354, 1359
PMH
1365
Buku III menganut asas “kebebasan berkontrak” → Ps. 1338
Sistem yang dianut adalah sistem terbuka.
Buku III → hukum pelengkap (aanvullend recht)
6. What are “express contracts”, “implied-in-fact contracts”, and “implied-in-law contracts”?
Express Contract - An express contract arises from interactions in which parties actually discuss the agreement
and the promised terms. The contract does not have to be formal or in writing, but it requires that the parties
express their intentions in an agreement.
Example: One person expressly offers to sell a widget to another person. The other person accepts the
offer by saying the she will buy it. The parties have an expressed contract because they have stated an
offer, stated an acceptance, and identified consideration. These expressions can be verbal, as in this
situation, or written.
Implied-in-Fact Contract - An implied-in-fact contract arises from the conduct of the parties, rather than from
words. That is, the parties interact in a manner that constitutes a legally enforceable contract. This means that all
of the elements of an enforceable contract can be inferred from the actions of the parties.
Example: Ellen asks Albert, an attorney, for professional advice. Ellen knows that Albert is an attorney
and charges for his advice. Asking Albert for his professional advice implies a promise from Ellen to pay
the going rate for that advice. This is true even though Ellen and Albert did not make an express promise
to pay for it.
Legal Standing of a Subject and Parties in a Contract/Business
7. What are “express contracts”, “implied-in-fact contracts”, and “implied-in-law contracts”?
Implied-in-Law or Quasi-Contracts - An implied-in-law contract is a contractual relationship ordered by the court.
It lacks the mutual asset element of a contract, but the court deems the interactions between parties to be a
contract under the law. This court action is generally taken to avoid an unjust result, such as when one party is
unjustly enriched at the expense of another. The court will hold that the law implies a duty on the first party to pay
the second, even though the elements to find a legally enforceable contract between the two parties are absent.
Example: Bell routinely rakes leave in the neighborhood for extra money. She rakes leaves for lots of
houses and sometimes forgets which houses have requested her services. She begins raking James’s yard,
having forgotten that she never worked out an agreement to do so. James often pays individuals to rake
his yard and has plenty of money to do so. At the end of the job, Bell asks James for $20 for her effort. If James
refuses to pay the court may hold that it would be unfair for James to receive this value and not pay something for it.
As such, the court could hold that an implied-in-law contract to pay for Bell’s services.
Legal Standing of a Subject and Parties in a Contract/Business
8. Legal Standing of a Subject and Parties in a Contract/Business
Bagian Umum (1233 – 1456)
Bab 1 – Bab 4
Bagian Khusus (1457 – 1864)
bab3, bab 5 s.d bab 18
BUKU III
Nominat 15 Perj.
InominatAsas keb.
berkontrak
Sistem terbuka
▪ Sumber perikatan
▪ Prestasi
▪ Syarat sahnya perikatan
▪ Wanprestasi
▪ Keadaan memaksa
▪ Resiko s.d
▪ hapusnya perikatan
Sumber :
o Peraturan Per UU
o Kebiasaan
Lex specialis derogat lex generali
1319
Pengaturan: Buku 3 KUH Pdt, 18 Bab (sejak 1950 stlh
bab 7 ada bab 7a, jd ada 19 bab)
9. Legal Standing of a Subject and Parties in a Contract/Business
Sistem terbuka, artinya memberikan kebebasan kepada para pihak (dalam hal menentukan isi, bentuk, serta
macam perjanjian) untuk mengadakan perjanjian akan tetapi isinya selain tidak bertentangan dengan
perundang-undangan, kesusilaan, dan ketertiban umum, juga harus memenuhi syarat sahnya perjanjian.
Pengertian Perikatan tidak dijumpai dalam KUHPerdata, namun terdapat pengertian:
▪ Hal yang mengikat antara orang yang satu & orang yang lain (Abdulkadir M., 2000: 198)
▪ Hubungan hukum mengenai harta kekayaan yang terjadi antara debitur & kreditur
▪ Hubungan hukum antara 2 pihak yang menimbulkan hak & kewajiban atas suatu prestasi (Sudikno
Mertokusumo)
Perikatan
“suatu hubungan hukum (mengenai kekayaan harta benda) antara dua orang, yang
memberi hak kepada yang satu untuk menuntut barang sesuatu dari yang lain,
sedangkan orang lainnya diwajibkan memenuhi tuntutannya itu”
10. Legal Standing of a Subject and Parties in a Contract/Business
Prestasi
• Pengertian:
Obyek perikatan → “barang sesuatu yang dapat
dituntut”
• Dasar Hukum: Ps 1234 KUHPerdata
1. Memberikan sesuatu (to Geven)
1235 KUHPerdata
499 KUHPerdata
2. Berbuat sesuatu (to Doen)
3. Tidak Berbuat Sesuatu (Niet Doen)
11. Legal Standing of a Subject and Parties in a Contract/Business
Sifat prestasi:
1. Harus sudah tertentu
2. Harus mungkin
3. Harus diperbolehkan
4. Harus ada manfaat/bermakna bagi kreditur
5. Terdiri dari 1/lebih perbuatan
12. Legal Standing of a Subject and Parties in a Contract/Business
What are “unilateral contracts” and “bilateral contracts”?
Contracts are divided into unilateral and bilateral agreements based upon the duty of performance and how an
offer to contract is accepted.
▪ Bilateral Contract - A bilateral contract consists of two promises between individuals that form a contract.
Specifically, one party makes a promise to another party that she will do something (or forgo doing
something) in exchange for the other party’s promise to do something (or promise to forgo doing
something).
▪ Unilateral Contract - A Unilateral contract is an agreement with only one promise. That is, one party promises
a future action if the other party performs whatever is requested of her. The promising party does not want a
return promise. As such, a contract is formed or comes into exists once the other party begins to perform the
requested services.
13. Legal Standing of a Subject and Parties in a Contract/Business
▪ Example: Suppose Eric tells Julia that he will pay her $20 if she washes his car. Eric does not want a
promise to wash the car. Julia can accept Eric’s offer by beginning to wash his car. Julia is not obligated
to wash the car unless or until she begins doing so. Further Eric is not obligated to pay Julia until she
begins washing the car.
▪ Example: Eric promises to wash Julia’s car if she promises to pay him $20. The both activities will occur
at some point in the future, so you have two promises of future performance.
Note: The common characteristic between unilateral and bilateral contracts is that it entails a promise of
performance and a demand from the offeree. This is critical to the requirement that a contract contain an
offer, acceptance, and exchange of value.
14. Legal Standing of a Subject and Parties in a Contract/Business
3 Musketeers in a Legal Perspective
The Subject
Subyek hukum
The Object
Obyek hukum
Legal Relation
Hubungan
hukum/peristiwa
hukum
15. Legal Standing of a Subject and Parties in a Contract/Business
Subyek hukum Subyek hukum
PT X
Koperasi ABC
ASD
Yayasan WZ
Peristiwa hukum atau
hubungan hukum
Jual beli?
Anjak piutang?
Leasing?
dll
Hak dan Kewajiban
Prestasi dan wan prestasi
16. Legal Standing of a Subject and Parties in a Contract/Business
What constitutes an “offer” to contract?
The following elements must be present to establish a valid offer to contract.
Offeror and Offeree - An offer to contract must contains a specific promise from the person making the promise
(offeror) and a specific demand of the individual receiving the offer (offeree).
Example: I tell you that I will sell you a product for $5. I am the offeror and you are the offeree. My offer is to
transfer ownership of a product and my demand is that you transfer ownership $5.
17. Legal Standing of a Subject and Parties in a Contract/Business
What constitutes an “offer” to contract?
Intent to Make an Offer - The offeror must intend to make the offer. Whether there is intent to make an offer is
judged from the position of the offeree. If a reasonable person in the position of the offeree would believe the
offeror’s words or actions constitute an offer, it is an offer. This is an objective, rather than subjective, standard for
determining whether the intent to make an offer exists.
Example: I shout out loud in frustration that I would sell my piece-of-junk care for a $100. The words look like an
offer to sell my car. In reality, I am simply espousing my frustration. I do not have the intent necessary for my
statement to constitute an offer and no reasonable person would interpret my statement as truly demonstrating
that intent.
18. Legal Standing of a Subject and Parties in a Contract/Business
What constitutes an “offer” to contract?
Definite Terms - An offer to contract must be sufficiently definite. That is, the terms of the offer must be
sufficiently specific to allow the offeree to understand and accept the offer. The offeree must understand that she
is the intended recipient of the offer and may accept it. Also, the terms of consideration must be stated.
Example: Simply stating that I will sell you an item “for a reasonable price” is not sufficient to constitute
a definite offer. Most advertisements, catalogs, and web page price quotes are considered too indefinite to
form the basis for a contract. To be sufficiently definite, the advertisement must be specific about the
quantity of goods being offered and who is the intended offeree.
Remember, the above elements do not have to be in writing or formal. Further, the parties do not have to realize that
their words or actions constitute a valid contract; rather, each element is judged by an objective standard. That is, how
would a reasonable person perceive the actions potentially constituting an offer?
19. Legal Standing of a Subject and Parties in a Contract/Business
Macam-macam perikatan
1. Perikatan Bersyarat, “suatu perikatan yang digantungkan pada suatu kejadian dikemudian hari, yang
masih belum tentu akan atau terjadi”
a. Syarat tangguh
b. Syarat batal
2. Perikatan yang digantungkan kepada ketetapan waktu
3. Perikatan alternatif (manasuka), suatu perikatan, dimana terdapat dua atau lebih macam prestasi, sedang
kepada debitur diberi hak untuk memilih yang mana akan dilakukan.
4. Perikatan tanggung menanggung, suatu perikatan dimana beberapa orang bersama-sama sebagai kreditur
berhadapan dengan satu orang debitur, atau sebaliknya. Hal ini ‘harus’ dinyatakan tegas dalam perjanjian.
5. Perikatan yang dapat dibagi dan tidak dapat dibagi, Tergantung pada prestasi dan maksud kedua belah
pihak. Asasnya antara para pihak dalam perjanjian tidak boleh dibagi-bagi, karena kreditur selalu berhak
menuntut pemenuhan prestasi secara penuh
6. Perikatan dengan penetapan hukuman, perjanjian dimana didalamnya ditetapkan suatu hukuman kepada
debitur apabila ia melalaikan kewajibannya. Tujuannya mencegah debitur melalaikan kewajibannya.
Hukumannya adalah pembayaran sejumlah uang tertentu.
20. Legal Standing of a Subject and Parties in a Contract/Business
Asas-asas penting dalam perjanjian
Lahirnya perjanjian
Isi perjanjian
Akibat perjanjian
Berlakunya perjanjian
Pelaksanaan perjanjian
21. Legal Standing of a Subject and Parties in a Contract/Business
Asas
Konsensualisme
(pasal 1320
KUHPer)
Asas Kebebasan
Berkontrak
(Pasal 1338 (1)
KUHPerdata)
Asas Pacta Sunt
Servanda
(Pasal 1338
(1)dan(2)
KUHPerdata)
Asas Itikad Baik
(Pasal 1338 (3)
KUHPerdata)
Asas
Personalitas
(Pasal 1315 jo
1340
KUHPerdata)
1. Asas konsensualisme (Syarat berlakunya)
2. Asas pacta sunt servanda (Perjanjian berlaku
sebagai UU)
3. Asas kebebasan berkontrak:
a. bebas membuat perjanjian apa saja
b. bebas melakukan perjanjian dengan siapa saja
c. bebas membuat isinya
d. bebas bentuknya
4. Asas kepercayaan (Trust)
5. Asas persamaan hukum (Equality)
6. Asas keseimbangan (Equilibrium)
7. Asas kepastian hukum
8. Dll.
22. Legal Standing of a Subject and Parties in a Contract/Business
▪ Asas konsensuil → perikatan lahir pada saat detik kata sepakat, Pengecualiannya
perjanjian ril dan formil.
▪ Asas kebebasan berkontrak → kebebasan untuk menentukan isi dan bentuk
perjanjian.
▪ Asas kekuatan mengikat (pacta sunt servanda) → asas yg menyatakan bahwa
para pihak terkikat utk melaksanakan isi perj. Termasuk terikat pd kebiasaan &
kepatutan.
▪ Asas kepribadian → asas yg menyatakan bahwa perjanjian berlaku bg pihak yg
mengadakan perjanjian itu sendiri ( Ps. 1315 jo 1340). Pengecualiannya Ps. 1317.
▪ Asas Itikad Baik → Ps. 1338 (3) → perjanjian hrs dilakukan dg itikad baik. Itikad
baik harus diartikan obyektif → maksudnya perj. Didasarkan pd keadilan,
kepatutan dan kesusilaan. Itikad baik dalam buku II KUHPdt → kejujuran
subyektif.
Asas-asas penting dalam perjanjian
23. Legal Standing of a Subject and Parties in a Contract/Business
Asas Konsensualitas (Consensus)
• Kesepakatan para pihak yang membuat perjanjian, yang ditandai
dengan apa yang dikehendaki pihak yang satu juga dikehendaki oleh
pihak lainnya.
• Asas ini tercantum di dalam pasal 1320 KUHperdata.
• Konsensus ini tidak ada bila terdapat 3 (tiga) hal (pasal 1321
KUHPerdata) yaitu:
• Paksaan (dwang);
• Kekhilafan (dwaling);
• Penipuan (bedrog).
24. Legal Standing of a Subject and Parties in a Contract/Business
Asas Kebebasan Berkontrak
• Kebebasan untuk membuat perjanjian yang meliputi:
1. Kebebasan untuk mengadakan/tdk mengadakan perjanjian
2. Kebebasan untuk mengadakan perjanjian dengan siapapun
3. Kebebasan untuk menentukan bentuk perj
4. Kebebasan untuk menentukan isi perj
5. Kebebasan untuk menerima/menyimpangi hk perj yang bersifat pelengkap
(aanvullend recht)
• Asas ini tercantum di dalam pasal 1338 KUHPerdata.
25. Legal Standing of a Subject and Parties in a Contract/Business
Asas Pacta Sunt Servanda
• Asas Mengikat sebagai Undang-undang (pacta sunt servanda)
• Perjanjian yang dibuat secara sah mengikat kedua belah pihak
seperti mengikatnya sebuah undang-undang (pasal 1338
KUHPerdata)
26. Legal Standing of a Subject and Parties in a Contract/Business
Asas Itikad Baik (Good Faith)
• Asas Itikad Baik (Good Faith)
• Black’s Law Dictionary memberikan pengertian itikad baik adalah:
“in or with good faith; honestly, openly, and sincerely; without deceit or fraud. Truly; actually;
without simulation or pretense”.
Prof. Mr. P.L. Wry memberikan arti itikad baik dalah hukum perjanjian adalah:
“…. Bahwa kedua belah pihak harus berlaku yang satu terhadap yang lain seperti patut saja antara orang-orang sopan, tanpa
tipu daya, tanpa tipu muslihat, tanpa cilat-cilat, akal-akal, tanpa mengganggu pihak lain, tidak dengan melihat kepentingan
sendiri saja, tetapi juga dengan melihat kepentingan pihak lain”
27. Legal Standing of a Subject and Parties in a Contract/Business
Asas Itikad Baik (Good Faith)
Fungsi Itikad Baik dalam kontrak.
• Rumusan pasal 1338 ayat 3 KUHPerdata, dapat disimpulkan bahwa itikad
baik harus digunakan pada saat pelaksanaan suatu kontrak. Hal ini berarti
bahwa pada waktu kontrak dilaksanakan, selain ketentuan-ketentuan yang
telah disepakati dalam kontrak yang wajib ditaati oleh para pihak, melainkan
juga itikad baik sebagai ketentuan-ketentuan yang tidak tertulis. Jadi, itikad
baik berfungsi menambah (aanvullend) ketentuan-ketentuan yang telah
disepakati oleh kedua belah pihak di dalam kontrak.
28. Legal Standing of a Subject and Parties in a Contract/Business
Ps. 1313
“Suatu perbuatan dengan mana satu orang atau lebih mengikatkan dirinya
terhadap suatu orang atau lebih lainnya”
Diperbaiki doktrin
“suatu pesetujuan dengan mana dua orang atau lebih saling mengikatkan
diri untuk melaksanakan suatu hal mengenai harta kekayaan.”
Subekti:
“Suatu perjanjian adalah suatu peristiwa di mana seorang
berjanji kepada seorang lain atau di mana dua orang itu saling
berjanji untuk melaksanakan sesuatu hal.”
29. Legal Standing of a Subject and Parties in a Contract/Business
Subjek Hukum dalam Perjanjian
• Subjek Hukum adalah pendukung hak dan kewajiban,
• Manusia.
• Badan hukum.
• Kemampuan dalam membuat perjanjian dengan menafsirkan Pasal 1330
KUHPerdata secara “a contrario” (Negatif).
• Digolongkan orang-orang yang cakap (“bekwaamheid”) adalah:
• Orang-orang yang sudah dewasa.
• Mereka yang tidak di bawah pengampuan.
30. Legal Standing of a Subject and Parties in a Contract/Business
• Causa, secara letterlijk → sebab,
tetapi menurut riwayatnya adl.
tujuan, yaitu yg dikehendaki oleh
kedua belah pihak yg
mengadakan perj.
•1337
•Yang diperjanjikan dalam
perjanjian haruslah suatu hal
atau suatu barang yang
cukup jelas atau tertentu
•1332, 1333, 1334
• Ps. 1330 jo 330.
• Belum dewasa
• Dibawah pengampuan
• Badan hukum
• PT
• Yayasan
• Koperasi
•Paksaan (dwang) → takut
akan ancaman (dilarang oleh
UU) 13
•Khilaf (dwaling)→ orang,
barang, negosiasi, konsep
•Penipuan (bedrog) →
serangkaian kebohongan yg
diatur.
Sepakat kecakapan
Suatu sebab
(oorzaak) yang
halal
Suatu hal
tertentu
Pembagian diatas untuk melihat
apakah implikasi hukumnya, bila
tidak terpenuhi:
▪ Bila syarat Subjective tidak
terpenuhi →Perjanjian dapat
dibatalkan
(Voidable/Vernietigbaarheid).
▪ Bila syarat Objective tidak
terpenuhi → Perjanjian batal demi
hukum (Void/Nietig).
Prestasi dalam sebuah perjanjian
terdiri atas: (Ps. 1234 KUHPerdata)
▪ Melaksanakan sesuatu
▪ Memberikan sesuatu
▪ Tidak berbuat sesuatu
31. Legal Standing of a Subject and Parties in a Contract/Business
What are “valid contracts”, “enforceable contracts”, “void contracts”, and “voidable contracts”?
There are several common characteristics of contracts that dictate whether a contract actually exists and whether it
is enforceable in a court of law. The following vocabulary is important for characterizing these aspects of a contract.
Valid and Invalid - A contract is valid when all of the elements essential to forming a legal contract are present.
Conversely, a contract is invalid (or rather, there is no contract) if any of the essential elements of a contract are
missing. The elements to forming a valid contract (offer, acceptance, consideration, and a meeting of the minds)
are discussed further below.
Example: One person announces that she will sell her cell phone for a reasonable price. Another person
quickly says, “I will buy it”. In this case there is not a valid contract because there is not enough
specificity in the consideration. As such, a critical piece of the contract is missing. While the parties might
think they have a contract, if a challenge to the contract arises, a court is likely to hold it to be invalid.
32. Legal Standing of a Subject and Parties in a Contract/Business
What are “valid contracts”, “enforceable contracts”, “void contracts”, and “voidable contracts”?
Enforceable and Unenforceable Contract - An enforceable contract is one that can be enforced in court of law.
That is, the law allows for enforcement of the contract. An enforceable contract must always be valid. A valid
contract may, however, be unenforceable. That is, even though all of the essential elements of a contract are
present, a court will not enforce the contract.
Example: An oral contract may be valid, but the court will not enforce it because that specific type of
contract is required to be in writing under the state’s law. Contracts that are required to be in writing are
discussed further below.
33. Legal Standing of a Subject and Parties in a Contract/Business
What are “valid contracts”, “enforceable contracts”, “void contracts”, and “voidable contracts”?
Void and Voidable Contracts - An otherwise valid contract may be void pursuant to the law. That is, state law
identifies certain types of contracts that are deemed void from the outset. These include contracts that violate
public policy or have an illegal purpose. A voidable contract is an agreement where either one or both parties has
the right to make the contract void. That is, the contract is valid and enforceable until one party elects to void it.
Example: A contract to purchase illegal drugs is void. A party to a contract who is below the legal age of
mental capacity may void the contract at any point before she reaches the age of mental capacity. Various
situations where contracts are deemed valid, enforceable, void, or voidable are discussed further below.
34. Legal Standing of a Subject and Parties in a Contract/Business
• Apabila seseorang berhutang tidak memenuhi kewajibannya →
wanprestasi.
• Akibatnya : dapat digugat di depan hakim. Karena asas “ orang tidak
boleh menjadi hakim sendiri.”
• Parate executie → kreditur berhak melaksanakan sendiri hak-haknya menurut
perjanjian, dengan tak usah meminta perantaraan hakim. → jika si debitur
sudah memberi persetujuan apabila ia lalai
• Reele executie → cara melaksanaan suatu putusan, yang oleh hakim
dikuasakan kepada kreditur untuk mewujudkan sendiri apa yang menjadi
haknya. Dalam B.W cara ini diperbolehkan dalam hal sbg :
1. Perjanjian yang prestasinya memberikan sesuatu → UU tidak
menentukan.
2. Perjanjian yg prestasinya tidak berbuat sesuatu (1240)
3. Perjanjian yg prestasinya berbuat sesuatu barang (1241)
kecuali : suatu barang yang bersifat pribadi → ganti rugi.
35. Legal Standing of a Subject and Parties in a Contract/Business
• Wujud wanprestasi:
• Tidak memenuhi kewajibannya sama sekali
• Terlambat memenuhi kewajibannya
• Tidak sempurna memenuhi kewajibannya
• Melakukan hal yang dilarang dalam perjanjian
• Akibat wanprestasi adalah kreditur dapat meminta ganti rugi
• Kewajiban debitur untuk membayar ganti rugi baru terbit apabila debitur telah
dinyatakan dalam keadaan lalai (ingebrekestelling)
• Hak-hak kreditur apabila terjadi wanprestasi:
1. Hak menuntut pemenuhan perikatan (nakomen)
2. Hak menuntut pemutusan perikatan (outbinding)
3. Hak menuntut ganti rugi (schade vergoeding)
4. Hak menuntut pemenuhan perikatan + ganti rugi
5. Hak untuk memutuskan perikatan + ganti rugi.
• Pasal 1266 → perjanjian timbal balik
• Debitur juga dibebani membayar biaya perkara Ps 18 (1) HIR ““debitur
lalai/kalah, diwajibkan membayar biaya perkara”
36. Legal Standing of a Subject and Parties in a Contract/Business
Ganti
rugi
biaya
bungarugi
Kerusakan barang-barang
kreditur akibat kelalaian
debitur
Kerugian yang berupa
Kehilangan keuntungan
Segala pengeluaran yang
nyata-nyata sudah dikeluarkan
Unsur ganti rugi
37. Legal Standing of a Subject and Parties in a Contract/Business
Pembelaan Debitur yg dituduh lalai:
▪ Keadaan Memaksa
▪ Kreditur sendiri telah lalai (execptio non adimpleti contractus)
▪ Kreditur telah melepaskan haknya (rechtsverwerking atau
waiver)
38. Legal Standing of a Subject and Parties in a Contract/Business
Overmacht atau force majeur
• Ps. 1244
• Tiga elemen keadaan memaksa, yaitu;
1. Tidak memenuhi prestasi;
2. Ada sebab yang terletak di luar kesalahan debitur
3. Faktor penyebab tidak tidak diduga sebelumnya dan tidak dapat
dipertanggungjawabkan kepada debitur.
Dua ajaran tentang overmacht:
1.Ajaran yang obyektif (de objective overmachtsleer) atau absolut.
• Unsur impossibilitas
2.Ajaran yang subyektif (de subjective overmachtsleer) atau relatif.
• Unsur diffikultas
39. Legal Standing of a Subject and Parties in a Contract/Business
Bentuk keadaan memaksa
1.Bentuk umum
a. keadaan iklim,
b. kehilangan, dan
c. pencurian
2.Bentuk khusus
a. Undang-undang atau peraturan pemerintah
b. sumpah
c. pemogokan
40. Legal Standing of a Subject and Parties in a Contract/Business
Hapusnya perikatan (1381)
1. Karena pembayaran;
2. Karena penawaran pembayaran tunai, diikuti dengan penyimpanan atau penitipan
(konsinyasi);
3. Karena pembaharuan utang (novasi);
4. Karena perjumpaan utang (kompensasi);
5. Karena percampuran hutang;
6. Karena pembebasan utang;
7. Karana musnahnya barang yang terhutang;
8. Karena kebatalan atau pembatalan;
9. Karena berlakunya suatu syarat batal;
10. Karena lewatnya waktu
41. Legal Standing of a Subject and Parties in a Contract/Business
When does an offer to contract terminate?
An offer to contract terminates at the following times or under the following conditions:
▪ Specific Provision - An offer may include a specific provision detailing how long an offer will stay open and the
conditions under which it terminates.
▪ Lapse of Time - Unless the offer states otherwise, an offer terminates after a reasonable period of time. A
reasonable period of time will vary depending upon the type of contract. (Example: An offer to sell bananas will
terminate more quickly than an offer to sell cement).
▪ Offeree’s Rejection - An offer terminates if the offeree receives the offer and rejects it. Once the offeree rejects
the offer, she cannot come back later and accept the offer. Any attempt to do so may constitute a new offer to
the original offeror.
▪ Counter Offer - If an offeree makes a counter offer or counter proposal in response to an offer, the original offer
terminates. This is the case with negotiations. If a party attempts to negotiate new or additional material terms
to the offer, the original offer terminates. Attempting to offer ancillary or non-material terms may not terminate
the offer.
42. Legal Standing of a Subject and Parties in a Contract/Business
When does an offer to contract terminate?
An offer to contract terminates at the following times or under the following conditions:
▪ Revocation by Offeror - Generally, the offeror may revoke an offer at any time before the offeree accepts it. If the
offeree has already accepted the offer, a valid contract exists and an attempt to revoke the offer may constitute
breach of the contract. (Note: There are certain offers, known as “firm offers”, that state that the offer cannot be
revoked for a certain period. This type of offer is a form of contract in itself).
▪ Destroy Subject Matter of Contract - An offer terminates if, before the offer is accepted, the property that is the
subject of the offer is destroyed. If the offer has already been accepted, this could serve to void the contract.
▪ Death or Mental Incapacity - If the offeror dies or loses mental capacity at any time before an offer is accepted,
the offer is revoked. (Note: The offer does not become effective again if the offeror regains mental capacity).
▪ Illegality - An offer terminates if the subject of the offer (the activity or product) becomes illegal. If the offer has
been accepted, the subject matter becoming illegal will void the contract.
Some of the methods of contract termination are voluntary, while others are a result of
circumstances beyond the control of the parties.
43. Legal Standing of a Subject and Parties in a Contract/Business
What is “consideration” in the context of contract formation?
Consideration is anything of value. Recall that a valid contract must include an exchange of value between the offeror
and offeree. The value should be the inducement or incentive for the other party entering into the agreement. That is,
it must be the subject of the bargain between the parties. A promise to make a gift is not binding because the party
receiving the gift gives no value in return for the promise. When the existence of consideration is not clear, the court
will examine the transaction as a whole to determine if consideration exits and the contract is enforceable.
Types of Consideration - The amount or value of the consideration present does not matter. It need not be money
or goods. Acceptable types of consideration include:
Agreement to Refrain: An agreement to refrain from doing something that you have the right and ability to do may
constitute consideration.
Example: I really want to stand up and sing in the middle of a crowded restaurant. You would be very embarrassed if
I do so. You offer me $5 to not stand up and start singing. My refraining form doing this may constitute
consideration.
44. Legal Standing of a Subject and Parties in a Contract/Business
What is “consideration” in the context of contract formation?
Types of Consideration - The amount or value of the consideration present does not matter. It need not be money
or goods. Acceptable types of consideration include:
Agreement not to Sue: An agreement not to sue the other party may be sufficient consideration when reasonable
grounds exist to make a lawsuit possible.
Example: You claim that I owe you additional funds under a contract. I disagree and argue that all accounts are
settled. You threaten to sue me. I offer to pay you a small sum of money in exchange for your agreement not to
bring a legal action against me. Forgoing your right to sue me in exchange for money is a valid exchange of
consideration.
45. Legal Standing of a Subject and Parties in a Contract/Business
What is “consideration” in the context of contract formation?
Types of Consideration - The amount or value of the consideration present does not matter. It need not be money
or goods. Acceptable types of consideration include:
Prior Consideration - Generally, consideration in a prior agreement is not valid consideration in a new agreement,
except in very limited circumstances. The reason is because the individual is already obligated under the old
agreement. Trying to promise to do the same thing does not provide a new form of value.
Under the UCC, however, a preexisting obligation can constitute valid consideration if the offeror is a purchaser of
$500 or more in goods, and she offers to pay more than an additional $500 for the same goods. This exception exists
to protect certain business arrangement from failing.
Example: We are both merchants. You enter into a contract to purchase goods from me for $5,000. In the pendency
of the contract, you realize that I am likely breach the contract. You really do not want to find another seller, so you
offer to pay an additional $1,000 for me to perform the contract. May agreement to perform my existing contractual
obligation (sell you the goods) is valid consideration - even though it is the consideration for a prior agreement.
46. Legal Standing of a Subject and Parties in a Contract/Business
What is “consideration” in the context of contract formation?
Types of Consideration - The amount or value of the consideration present does not matter. It need not be money
or goods. Acceptable types of consideration include:
Promissory Estoppel Exception to Consideration Requirement - A doctrine known as “promissory estoppel” may serve
as a substitute for consideration to make an agreement into a valid contract. Promissory estoppel is an equitable
doctrine. If the offeree reasonably relies on the offeror’s promise to her detriment, the doctrine of promissory
estoppel may make the contract valid despite the absence of consideration. The two key elements are:
▪ that the reliance must be reasonable in light of the situation, and
▪ the relying party must suffer a tangible detriment.
Note: The court may also consider whether performance causes a hardship on the promising party.
Example: You are having erosion problems in your hard. You cannot afford to pay to have it fixed, so I offer to give
you the materials necessary to build a retaining wall. You spend your available money grading out the ground and
digging the dirt where the wall will go. After all of this, I back out of my promise. You have now spent your available
money and, without installing the wall, made the situation far worse than it was before. A court may deem my
promise to be an enforceable contract because you relied to your detriment on my promise.
47. Legal Standing of a Subject and Parties in a Contract/Business
What is “consideration” in the context of contract formation?
Types of Consideration - The amount or value of the consideration present does not matter. It need not be money
or goods. Acceptable types of consideration include:
Other Exceptions to Consideration Requirement - There are two very broad, common exceptions to the requirement
that a contract be supported by consideration.
▪ Option Contracts - An option contract is an agreement between parties that allows one party a specific period of
time to purchase a particular asset at a given price.
Example: Mark believes that the price of Apple, Inc., stock is going to rise. He purchases an option contract
from Tom that allows him to purchase the Apple stock at the current price at any time within the next 30 days.
Tom believes that the price is going to go down, so he is happy to sell the option to Mark.
▪ Firm Offers - The UCC recognizes the enforceability of a promise to keep open (not retract or cancel) the offer to
purchase or sell a good for a specific period of time.
Example: Agnes offers to sell a piece of equipment to Maria. She states that the offer is good for 30 days.
Agnes and Maria now have an enforceable agreement for the next 30 days, despite the absence of
consideration in the agreement to keep the offer open.