Mistakes from homework & remedies
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Chapter 15 2
Indmnity, indemnify, indemnification
An agreement by one person (X) to pay to another (Y) sums that are owed, or may become owed, to him by a third person (Z). It is not conditional on the third person defaulting on the payment, i.e. Y can sue X without first demanding payment from Z. Unlike a guarantee, an indemnity need not be evidenced in writing.
Chapter 15 3
SHELL OR SHELF COMPANY
non-trading, used as a vehicle for various company manoeuvres or kept dormant for future use in some other capacity.
X trade, X directors, Registrar of Companies, off-the-shelf c. , offshore jurisdictions, M&A, agent, aged co, 1000$
Chapter 15 4
Beneficial owner vs nominee shareholder
BO: the true owner, even though a custodian bank/broker holds title,
NS: holds shares on behalf of the actual owner, a custodial agreement.
Chapter 15 5
PHRASES & COLLOCATIONS
Continue as a _________ concern An e _________ contract: severable/divisible contract Doctrine of substantial performnace: e_________
its liabilities If $ is paid the rules of legal t _________ will apply.
(500 pennies) As always it depends on the _________ facts of
the case.
Chapter 15 6
PHRASES & COLLOCATIONS
_________ expenses, _________ a benefit, rep_________ her/his liabilities _________ the contract, Time is of the _________, seek _________, The court will _________ remedies, a right to dam_________, seek _________/re_________, fixed or as_________ sum, sue on a Quantum M_________ (as much as it is worth) (for work already completed before the breach)
Chapter 15 7
_________ BY NONPERFORMANCE
Conditions:Conditions may result in nonperformance which justifies discharge.
Condition is act/event that limits or qualifies a promise.
Condition must occur before promissor has a duty to perform or refrain from performing.
Chapter 15 8
TYPES OF REMEDIES Legal Remedies (money damages):
damages resulting from a court’s exercise of its power “at law.”– Compensatory Damages.– Consequential Damages.– Punitive Damages.– Nominal Damages.– Liquidated Damages.– Mitigation of Damages.
Chapter 15 9
TYPES OF REMEDIES
________ Remedies: remedies arising from a court’s use of its powers of equity.
________ and Restitution.
– Specific Performance.– Quasi Contract.– Reformation.
I________.
Chapter 15 10
DAMAGES
Most common legal remedy ________ by injured party.
Courts ask, when ________ damages whether breaching party, as a reasonable person, should have ________ the injuries that would result from breach.
Chapter 15 11
DAMAGES
C________ Damages.– Sums of money which will place the injured
party in the same economic position that would have been attained had the contract been performed.
C________ Damages.– Indirect or special damages arising from
the effects of the breach itself.
Chapter 15 12
DAMAGES
Duty to ________.– To measure damages the courts place on
the injured party the duty to minimize these damages.
________ Damages.Imposed not to compensate the injured
party but to punish the wrongdoer so as to ________ future conduct.
Chapter 15 13
DAMAGES
________ Damages.When parties agree in advance to a
certain sum of money that will be paid to the injured party ________ breach of contract ________.
________ Damages.– Small amount of compensation for the
breach.
Chapter 15 14
EQUITABLE REMEDIES
Plaintiff’s eligibility to receive fairness depends on the absence of ________ faith on the plaintiff’s part and similar factors.
Court’s power to ________ equitable remedies is ________.
Chapter 15 15
EQUITABLE REMEDIES Rescission and Restitution.Voluntary agreement to ________, or set
aside the contract before ________ performance.
Can result from a material breach in which case a res________ of parties to the status quo is sought.
– Restitution, or the return of goods, money, or property involved in the contract or recovery of a reasonable value of the services rendered is equitable.
Chapter 15 16
EQUITABLE REMEDIES
Specific Performance.– When restitution is inadequate or unjust.
Court c________ the breaching party to perform according to the exact terms of the contract.
Quasi Contract.Creation of contract for the parties to
prevent the ________ enrichment of one party.
One party knowingly has received a benefit to which party is not e________.
Chapter 15 17
EQUITABLE REMEDIES
Reformation.Rewriting a contract in order to remove a
mistake and to make the agreement con________ to the terms to which the parties originally agreed.
________.A court order directing a person to do or
________ from doing some specified act.
Chapter 15 18
W________ OF BREACH
Contracting party may agree to accept less than complete performance by w________ a breach of contract that is committed by another party.
It eliminates the breach.