Exam 17: Performance, Breach, and Discharge

All contractual promises are absolute promises to perform.

Russell and Joe make a contract for Russell to manufacture five leather chairs of a specified design.Prior to their manufacture, the factory is destroyed in an accidental fire that is no one's fault.The chairs are available from other sources.In this case:

Tender is an offer by a party, who is ready, willing, and able, to perform his obligations under the contract.

A novation is an agreement between two parties to have one substitute for the other in a contract.

The more conditions to which a promise is subject, the more content the promise has.

In all substituted contracts there must be an agreement among three parties where a new promise is substituted for an existing promise or a new promisor is substituted for an existing promisor.

Ed promises Marty $1,500 if he will completely landscape Ed's yard.Which of the following would discharge Ed's obligation to pay under this contract?

Objective impossibility occurs if a particular contracting party is unable to perform because of financial inability or lack of competence.

Discuss the contractual conditions of performance to the satisfaction of someone.

The "perfect tender rule" provides that only substantial deviations from the promised performance in a sales contract under the Code constitute a material breach and discharge the aggrieved party from the duty of performance.

Anita, who is a seamstress, agrees to sew a suit for Bryan, who promises in return to pay Anita $500 for the suit if he is satisfied with it.Anita completes the suit, which fits Bryan perfectly.Nevertheless, he says that he is not satisfied and refuses to accept or pay for it.Bryan is honest in his dissatisfaction, but he is unreasonable.In this situation:

The Code and the Restatement have no provisions for discharge of contractual duties in cases involving commercial impracticability.

Implied-in-fact conditions must fully and literally occur, and they are understood by the parties to be part of the agreement.

If there is a novation, the original promisor remains liable to the original promisee if the new promisor fails to perform.

A and B enter into a contract on January 1 of this year.A's friend C tells A, "The law generally restricts the time within which an action can be brought by either party to a contract." C's statement is:

By agreement, parties to a contract may discharge each other from performance under a contract.

Concurrent conditions occur when mutual duties of performance are to take place simultaneously.

The definition of "discharge by breach" is:

If an obligee promises to accept a stated performance in satisfaction of the obligor's existing contractual duty, this creates an accord.

The Restatement and the Code have made the traditional test of objective impossibility more stringent by requiring that the performance must be actually or literally impossible in order to excuse a party from contractual duties.