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C

Crossed offers don’t create K

V

Effect of delay in communication of offer

A

If offeree has reason to know of the delay, acceptance window not lengthened, even if delay due to fault of offeror.  (Rest § 49)

B

But if offeree doesn’t have reason to know of delay, AND delay is offeror’s fault, acceptance window lengthened accordingly.  (Rest § 49)

VI

Lost acceptance

A

Acceptance effective on dispatch.  Thus, at common law, acceptance valid even if it doesn’t arrive (unless purposely diverted, I’d guess)

VII

Contract implied in law

A

Def’n = obligation imposed on grounds of equity to prevent UNJUST ENRICHMENT.  Does not rely on assent of parties

1

There is NO REAL K here.  It is a justification for restitution

B

Contract may be implied in law where ELTS:  (Nursing Care Services)

1

Party requested benefit

2

OR party knowingly and voluntarily accepted benefit

3

— These give rise to PRESUMPTION that svcs will be paid for

4

— Ct will imply promise to pay R’BLE VALUE of svcs

C

Emergency aid:

1

Recovery for benefit where ELTS:

a

Party acted w/ intent to charge

b

AND things or svcs were necy to prevent other from serious harm or pain

c

AND person giving svcs had no reason to know other would object to receiving them

d

AND it was impossible for other to give consent

D

B/c goal is to avoid unjust enrichment (no K formed), dams here are based on NET ECON GAIN

VIII

Contract implied in fact

A

Implied-in-fact K is based on intent of parties.  It is found where facts and circums indicate parties intended to make a K but failed to articulate their promises

B

Ex: bidder raises hand, and auctioneer counts to three and slams gavel.  No actual offer / acceptance, but offer / acceptance implied in fact

C

Contract implied in fact w/ ELTS:  (Day)

1

D may stop benefit

2

AND D is silent while benefit is rendered

3

AND D knows or has reason to know (objectively) P expects payment for benefit

D

D need not have actually benefited from svcs (thus leading to unjust enrichment claim).  Instead need merely have requested and rec’d something of value — then K implied in fact, and D must pay

E

B/c there is a K here, goal is not to prevent D from gain, but to give P recovery — so dams are quantum meruit

F

Mods to employment K:  (Pine River State Bank) (Asmus)

1

Employment is AT WILL unless of SPECIFIC DURATION.  “Permanent” is AT WILL

2

Employment at will is a unilateral K: er promises to abide by certain policies, and ee accepts by performing (that is, coming to work)

3

If employer adopts new employment policies, these can become part of employment K — ee staying on the job is implied-in-fact acceptance, and his continued work supplied consideration

4

May er unilaterally terminate an employment policy (an implied-in-fact unilateral contract)?

a

Yes, w/ ELTS:  (Asmus)

i

Condition is one of indefinite duration

ii

AND offeror (er) effects change after r’ble time

iii

AND r’ble notice given

iv

AND no interference w/ offerees’ (ees’) vested interests

b

Alternate test: yes, w/ NOTICE and CONSENT.  (Asmus)

9

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