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|Reading and Class Assignments|
|How to read the Syllabus: Each assignment below corresponds tentatively to one class period. Reading assignments often will not be announced in class or otherwise posted. Students should assume that the next assignment will be discussed during the next class period and read and prepare accordingly. We will have more class meetings than there are assignments, in order to accommodate class discussion of the required writing assignments as well as the likelihood that we will not complete discussion of each assignment in a single class session.
The amount of material to be covered in class, the order of the assignments, and/or the contents of a particular assignment may be changed by prior announcement.
Each assignment includes up to three different sorts of readings:
Required: The cases identified for each assignment are the principal cases to be discussed that day. These are free, open materials that can be downloaded at the links following the case name. PDF and MS Word docx versions are available. Each student may print as much or as little of each file as needed or desired. The files may be annotated, edited, and/or cut-and-pasted.
Required: Where a case refers to the Uniform Commercial Code (UCC) or to the Restatement (2d) of Contracts ("Restatement"), each student is responsible for locating (in Knapp, et al., Rules of Contract Law (2017-2018), or elsewhere) and reading the section(s) of the statute and/or the Restatement to which the case or other material refers. Most assignments below refer to relevant key sections of the Restatement and of the UCC.
Recommended: The page numbers listed under “Hillman” refer to Robert A. Hillman, Principles of Contract Law (3rd ed. 2014). These readings are strongly recommended but are not required. The material in Hillman is intended to supplement and provide context for the principal cases listed with each assignment. In-class discussion will center on the cases and related sections of the Restatement and Article 2 of the UCC.
Optional: Several of the assignments include links to optional (but, one hopes, entertaining and/or interesting and useful) supplemental material. Some provides historical context for the assigned cases; some consists of clips from motion pictures and television shows that illustrate related contracts themes. In some cases, these illustrate the assigned readings. In some cases, they are funny takes (to some) on relevant legal points. Partly these should enliven what is sometimes regarded as dry material. Partly they should help students see how contracts and the law of contracts is represented in popular culture, sometimes accurately and sometimes not. Law can teach us something about what we see in everyday experience. Everyday experience can also teach us something about law. Some of the film clips contain spicy [NSFW] language.
Really, really optional - but useful: There is a vast secondary literature on contract law, legal theory, economics, and social justice. Students interested in public policy, legal theory, and research on the character and impact of contract law may find the following sources of particular interest as introductions to some of the larger questions involved. Do contracts and contract law matter? If so, to whom? And how?
|LIST OF CLASS ASSIGNMENTS||Required and recommended materials||Optional materials|
|I. INTRODUCTION TO THE CLASSICAL MODEL OF CONTRACT|
|Class 1 (the first day of class): : Introduction to Contract Law - Promises, Enforcement, and Remedies|
|II. WHAT IS A PROMISE, AND WHAT MAKES A PROMISE LEGALLY ENFORCEABLE?|
|Class 2: Mutual Assent and Intention to be Bound||
|Class 3: Contract Formation 1 – Offer and Acceptance||
|Class 4: Contract Formation 2 – Unilateral Contracts and Option Contracts|
|Class 5: Contract Formation 3 – Sales of Goods|
|Class 6: Consideration 1 – Basics|
|Class 7: Consideration 2 – The Pre-Existing Duty Rule||
|[At approximately this point, we will devote two class sessions to the content of the first assignment and to issue spotting and the elements of writing a legal memo. The first assignment will be distributed on Monday, September 10, 2018 and will be due on Monday, September 24, 2018 at 3 pm. We will also devote a class session to the first assignment after the memos have been graded and returned.]|
|Class 8: Promissory Estoppel 1 – Reliance||
|Class 9: Promissory Estoppel 2 – Benefits Received||
|Class 10: Statute of Frauds||
|Class 11: Mistake and Misunderstanding||
|Class 12: Fraud and Misrepresentation||
|Class 13: Definiteness and Incompleteness|
|III. INTERPRETING AND ENFORCING AGREEMENTS|
|Class 14: Contract Interpretation|
|Class 15: Parol Evidence 1|
|Class 16: Parol Evidence 2||
|Class 17: Interpretation and Implied Terms|
|Class 18: Warranties|
|Class 19: Duress and Modification|
|[At approximately this point, we will devote another class session to the content of the second assignment and to identifying facts, legal analysis, and writing a legal memo. The second assignment will be distributed on Monday, October 1, 2018 and will be due on Monday, October 15, 2018 at 3 pm. We will discuss the assignment again in class after the memos have been graded and returned.]|
|Class 20: Impossibility and Impracticability|
|IV. PERFORMANCE AND BREACH OF CONTRACT|
|Class 21: Express Conditions||
|Class 22: Breach of Contract 1 – Material Breach||
|Class 23: Breach of Contract 2 – Repudiation|
|[At approximately this point, we will devote a class session to the third assignment and to the continuing challenges of writing a legal memo. The third assignment will be distributed on Friday, November 2, 2018 and will be due on Friday, November 16, 2018 at 3 pm. As before, we will discuss the assignment in class after the graded memos have been returned.]|
|Class 24: Remedies 1 – General Measures of Damages|
|Class 25: Remedies 2 – Foreseeability||
|Class 26: Remedies 3 – Avoidability|
|Class 27: Remedies 4 – Liquidated Damages|
|Class 28: Remedies 5 – Specific Performance|
|VI. LIMITATIONS ON ENFORCEMENT|
|Class 29: Limitations on Enforcement 1 – Unconscionability|
|Class 30: Limitations on Enforcement 2 – Public Policy||
|VII. UPENDING THE CLASSICAL MODEL OF CONTRACT|
|Class 31: Wrap Contracts|
|Class 32: Online Consumer Contracts|
|Class 33: Machine Contracts|