| A | B |
|---|
| acceptance | When the offeree is in total agreement with the offer and communicates approval to the offeror. |
| accord and satisfaction | Accord is agreement to another thing (substitution) in place of the thing promised in the original contract. Satisfaction occurs when the substitution is accepted. |
| account stated | A summarized statement of a debtor’s account. |
| agent | A person authorized by another to act for or in the place of him. |
| agreement | An oral or written mutual understanding. |
| assignee | A person to whom an assignment is made. |
| assignor | A person who makes an assignment. |
| bilateral contract | One where both parties make a promise. |
| breach | The failure of one party to carry out the terms of the contract, either by commission or omission. |
| cessation | Termination. |
| consideration | The value or benefit to be obtained by a party entering into a contract or agreement such as money or the promise not to do something. |
| contract | An enforceable agreement between two or more competent parties, which creates an obligation to do or not to do a particular thing. |
| counteroffer | Response to an offer with different terms than the original offer; counterproposal. |
| damages | Pecuniary compensation which may be recovered in the courts by any person who has suffered loss, detriment, or injury, whether to his person, property or rights through the unlawful act or omission or negligence of another. |
| discharge | To release one from a contract or debt; to satisfy a responsibility. |
| duress | Use of force or threatened force to gain consent. |
| estoppel | A principle that provides that an individual is barred from denying or alleging a certain fact or state facts because of that individual’s pervious conduct, allegation or denial. |
| executed contract | A contract that has been fully performed by both parties. |
| executory contract | A contract that has been partially performed but with something remaining to be done by one or both parties. |
| express contract | A contract in which the terms are specifically stated and agreed to by both parties. |
| fraud | A false statement of a material fact with the intent to deceive, which statement is relied upon and is intended to be relied upon to cause a loss to the victim. |
| implied contract | A contract created by law and imposed upon parties because of their actions or because of their relationship. |
| majority | Full age, legal age; age at which a person is no longer a minor. |
| minor | A person under the age of legal competence. |
| misrepresentation | A false statement of a material fact that is relied upon and is intended to be relied upon to cause a loss to the victim. |
| mistake or mutual mistake | A genuine misunderstanding, even after reasonable care, that brings about a result the parties did not intend. |
| mitigation | Reducing money damages to the amount of the actual loss. |
| novation | The removal of one of the original parties to a contract and the substitution of a newcomer by consent of all parties. |
| offer | A promise to do or refrain from doing something in the future. |
| offeree | The party to whom the offer or promise is made. |
| offeror | The party making the offer or promise. |
| performance | The doing of all the contractual terms by both parties. |
| principal | Amount a borrower promises to pay that is written on the face of a note. |
| promise | The an oral or written offer to do or refrain from doing some particular thing. |
| promissory estoppel | A legal doctrine that prevents Party A from withdrawing a promise made to Party B if that Party B has reasonably relied on that promise and acted upon it. |
| punitive damages | An award in addition to the actual loss. |
| release and covenant not to sue | An agreement by both parties to end the contract even though both parties have not fully performed the terms of the contract. |
| remedy | The means by which a right is enforced or the means by which a violation of a right is prevented or compensated for. |
| rescission | Agreement to cancel or repeal the contract plus whatever is necessary to restore both parties to their original condition. |
| reformation | When the court revises a contract to reflect the true intention of the parties |
| restitution | Act of restoring a thing to its rightful owner. |
| revocation of offer | The withdrawal by the offeree of an offer that had been valid until withdrawn. |
| specific performance | The requirement that a party performs exactly what was specified in a contract. |
| Statute of Frauds | The legal doctrine requiring certain contracts be in writing and signed in order to be legally enforceable. |
| ultra vires contract | Contract of a corporation that exceeds the limitations of its power. |
| undue influence | Dominance of a stronger-willed person over a weaker-willed person. |
| Uniform Commercial Code | The uniform law governing commercial transactions. |
| unilateral contract | One where a person makes a promise conditioned on the performance of another. |
| unjust enrichment | General principal that one person should not be permitted unjustly to enrich himself at the expense of another, but should be required to make restitution. |
| valid contract | One that contains the four essential elements of a contract. |
| voidable contract | One that is potentially defective in some respect (treated as a valid contract unless the defect is asserted). |
| warranty | A promise or representation related to the performance of a product or service upon which one can rely. |
| adhesion contract | A contract drafted by dominant party to adhering party on "take it or leave it" basis. |
| genuineness of assent | A defense to the contract's enforcement when assent is done by mistake, fraud, or duress. |
| mailbox rule | The acceptance of an offer is made as of the time the acceptance is placed in a mail box not even when it is not received by offeror |
| mirror image rule | Requires an acceptance to match the offer exactly, with no alteration or qualification. |
| material fact | A fact that is important to the subject matter of the contract. |
| covenant | A formal agreement or a promise, usually in a contract |
| unconscionable clause or contract | Contract or clause so oppressive to one of the parties that the court will refuse to enforce it. |
| shrink wrap agreement | Terms and conditions printed on the outside of a software package to advise the buyer that by opening the package, the buyer becomes legally bound to abide by the term of the license |
| intellectual property | Property resulting from intellectual, creative process, like music, stories, art. |
| patent | Government gives inventor exclusive rights to an invention. |
| copyright | Right of creator of literary or artistic work to have exclusive use of the work for given time |
| trademark | A distinctive word, name, symbol used to distinguish one's goods or services from those of others. |
| trade secret | A business secret making company or product unique |
| confidentiality agreement | One party agrees not to divulge information about the other party to anyone else |
