This course explores the nature and enforceability of contracts between and among businesses and individuals. Both the common law and the Uniform Commercial Code are discussed. We will address the following questions: (1) What is a contract?; (2) How are damages calculated?; (3) What constitutes a valid contract offer?; (4) How is a contract accepted?; (5) What excuses are there for not performing a contractual obligation?; (5) When is a contract not enforceable? We will emphasize distinguishing mandatory terms from default rules of contract law. Additionally, this course will explore structuring and negotiating transactions. Particular attention will be paid to not only what went wrong, but how it could have been avoided through different drafting. Overview of Class The course will be taught based on lectures combined at times with a socratic dialogue format. The course will also operate in part as an introduction to common law structures of business and contract. Given that the students are LLMs, particular attention will be paid to unique issues in U.S. law, such as jurisdictional choice for business formation. Registration Requirements: JD candidates may not enroll since the course duplicates work previously completed in the Contracts class. LLM candidates are invited to enroll. Teaching Method: Case studies, Class participation, Discussion, Group Work, Lecture, Online work, Readings. Evaluation Method: Class Participation (20% of grade) Final Exam (80% of grade) Class Materials: The casebook for this course is "Contracts: Cases and Doctrine" by Barnett. The course will be keyed to the 4th edition of "Contracts." There is a 5th edition that is little changed, but more expensive. You can save substantial money buying used or new but old editions through Amazon or other websites. The case names will be noted in the syllabus, with approximate page numbers, so you shouldn't have any problems with an earlier or later edition.
Catalog Number: BUSCOM 701C
Title: Contracts (LLM)
Faculty: Schanzenbach, Max M. (courses | homepage)
Section: 1 Credits: 3.0
Capacity: 65 Actual: 63