Review session
The day before the Constitutional Law and Property finals, I’m going to give a full-blown review of the course. The Con Law review will be at 10:30am and the Property at 7:30am. They will be held in room 3023, 3021, 3038 or 3039; check them all to see which one I’m in.
We’ll have a lot to cover, so they’ll start fairly promptly (within 10 to 15 minutes of the listed time). Questions will be welcome, though we need to try and get through the material as quickly as possible.
As a condition precedent to doing this, however, I’m going to need a copy of someone’s e notes on third party beneficiaries; I especially need the four tests that are applied and the answers to all of the example situations we covered in class. Either give them to me at school or email them to samharen –-at-- gmail.com.
posted by Sam @ 12:53 PM
15 comments
15 Comments:
i've got most of the answers, i think. i'll look for them & email what i can find (gee, i'm really organized).
so, am i understanding this correctly: con law is this sunday at 10am and property is next friday at 7:30am? 7:30 A.M.? SEVEN-THIRTY IN THE A.M., AS IN MORNING? ok. i'll bring a couple of those whorebucks iced coffees in the bottles approved for library use if anyone's interested. want one, sam? what flavor?
No thanks, I'm not a coffee man. Don't worry about the contracts notes, Ilan sent them.
The reason it's at 7:30 is because that's when the library opens and, since I can't reserve one of those rooms, I have to get in early and squat. Also, the room might be used for an exam later, so we need to get out of it as soon as possible. Finally, I enjoy both working in the mornings and forcing others to get up early.
As a general note, if anyone has a question about any of the classes, feel free to email me at samharen -at- gmail.com; if you have a contracts or torts question I may not be able to answer, but I'll try.
It wouldn't be right if I didn't ask...
Why did you change the time on your post from 10:00 to 10:30? Are you hoping to operate on the premise that this time was the agreed upon time at the formation of the Contract?
I have no idea what you're talking about. It says 10:30. What more do you need?
The contract is valid for the time the blog stated AT THE TIME OF SIGNING.
If you look at RHM's reply, posted several days prior to the review date, you'll notice that her unrefuted statement is 10am. This undisputed time statement, especially given your reply to it demonstrates that at the time of the contract signing, the time was 10:00, not 10:30. Especially since you specifically confirmed the one time (Which you later changed) without contradicting the second time.
This demonstrates that the contract did not execute within the time specified by yourself, which means that you did not fulfill your promise, which makes the contract null and void.
I wish our questions for the final were like that.
nice work steve. you've invalidated sam's K. even if my complaint wasn't valid (that the K wasn't a total and complete integration, or alternatively, as sam said, that i never manifested my assent) that this should be construed as parol evidence and allowed to show that the K is, as they say, bunk. furthermore, that sam edited the post without notice is evidence of bad faith. in addition, since blogger is an electronic device, and records all data transactions over its servers, we could request, as part of the discovery process, that blogger provide documents (here, data) proving that sam did indeed alter the post. barring that, google regularly indexes and stores most websites that get even negligible traffic, so there is a chance we could get the required data from google.
finally, that sam is recognized as the most studious and knowledgable student in the class, he is thus a more sophisticated party, and the rest of us are at a distinct disadvantage when reading and interpreting the K he asked us to sign. if you took the average of all of the GPA's of the students in the review this morning and compared it to sam's, this should probably stand as sufficient evidence. thus, a court should side with us. as a last resort, we could argue a court should always construe against the draftsman.
i have a feeling i'm missing an adequate assurance of due process issue here, but this will have to do for now.
You all have a serious flaw in the argument that the K is void; assuming for the sake of argument that the time was changed, the late start time would constitute a breach of that term. There is no duty of good faith in Texas, so we don’t have to worry about that. If, in fact, the time term was breached, such a breach utterly fails any anlysis for determining materiality. Since there was no “time is of the essence” clause, the dely would constitute a partial breach. In the event of a partial breach, you are entitled to damages for any actual damages you can prove with reasonable certainty; you man not terminate performance after a partial breach.
As for the fact that RHM’s statement about the time went uncontradicted: this could potentially come in, but not as parol evidence. I’m not going to tell you how, but it’s not under that rule.
The rule of construction against the draftsman applies to resolution of ambiguity, not the suit itself. Since no ambiguity has been alleged, I fail to see how that rule could come up.
i fail to see how in a finals crunch time environment, time is not of the essence.
i also fail to see how a party can change K terms as he sees fit without some kind of recourse. as you said, RHM is on to something. it's only a matter of time until one of us slow-pokes figures out what it is.
also, sam, you falied to address my "more sophisticated party" point.
“Time is of the essence” has more technical meaning than “I’m worried about time.” Whatever meaning Texas has assigned to the phrase, the fact remains that it isn’t in the contract. Texas, a red state, isn’t going to insert a new term into a contract simply because one of the parties decided he wanted it days after executing the document. If you felt that time was of the essence, you should have protected yourself in the contract.
In the absence of such a term, the normal rules for breach apply; if you can show a breach, then you’ll be able to recover those foreseeable damages that you can prove with reasonable certainty.
No one is alleging that any party changed the terms of the contract, so no recourse is needed. It is claimed that I changed something on my blog, not something in the contract.
The exact language of the contract is “[t]he review will start at the time then posted on his blog, accessible at http://www.12-e.blogspot.com.” The date posted on the blog was related to the contract, though the time ceased to have relevance after the supposed start time; at that point, the “then posted” time had come, and whatever the blog were to say at any later time would be irrelevant. Hypothetically, if A agrees to buy 100 chickens from B at the price as “then stated” by the Chicago Board of Trade, would it matter what the Board of Trade said about the price a week later? The answer is a resounding “no,” as the Board merely supplied a quote for an instant in time. Likewise, the blog merely provided a quotation for the time at which the review would start. This quotation was relevant only at the time at which the stated time matched the actual time; that was the only instant at which there could be a “then posted” time.
As for the sophistication argument: in cases in which the sophistication of the parties is relevant, there must be a large disparity between the parties. The standard cases involve adhesion contracts prepared by trained, experienced corporate lawyers and imposed upon uneducated, nigh illiterate people. Our contract was written by a 21 year old 1L at South Texas College of Law. The contract was accepted by older, more experienced 1Ls who attend South Texas College of Law. The only argument for sophistication is that I could have a greater knowledge of contract law. I have attended the same class, heard the same boring professor and not read the same casebook as all of the other parties. The only differences in my contracts knowledge is that I may have paid more attention (unlikely), taken better notes (untrue) or understand the material better (again, unlikely). The other, more general argument is that I have a marginally higher GPA. P-Man is arguing that there is a significant difference in sophistication when each side has the same education, has taken the same classes but one has a higher GPA or knows contract law better. If this were a sufficient ground to challenge a contract, any contract ever written by a Yale grad. would be challenged if the other party was only represented by some fool from Harvard. In short, P-Man can argue it, but he’s gonna lose. Lose every time. He’s screwed.
"They have a fight, Triangle wins"
"marginally higher GPA"
I think this is a question of interpretation. what do you say, folks?
"person man, person man, hit on the head with a frying pan"
Since when does double equate to marginally higher?
This is what I get for trying not to sound like a pompous ass. Regardless of the GPA, we've had the same courses and professors; the parties are equally trained, unlike a consumer credit contract or something.
(this is were I start the pompous ass part)If having a higher GPA makes one a more sophisticated party, I won't be able to write a contract for anyone. Maybe that's why Fulbright didn't hire me.
Perhaps you missed the tongue-in-cheekiness of my reply. Or perhaps you're just playing along.
Rather than amplifying your abilities, I was merely demonstrating a difference. In the end, the GPA is a moot point because we'll both hold JDs from STCL and use BARBRI and PMBR to pass the MBE and the TSB, then we can open our boutique firm as LLPs until one of us accepts an offer for an LLM in which case that VIP LLP will become an MIA and the other will be SOL.
i dunno about your whole start time argument. we all know you were covering your ass when you changed the time afterwards. you're right that the time you changed it to AFTERWARDS is irrelevant (except as evidence of your sneakiness). the point is that when the review was actually held, it was noted that you were in breach, as the time on your blog did clearly state 10am (steve, did you get that screen capture?) though i think that was only a minor breach. and we proceeded or whatever, so i think our actions kinda waived something or other. contracts. knowledge. fading. moving. on. to. property...
No, it was a promise not a condition. You noted dissatisfaction with the (purported) breach, thus there was no waiver. If there was in fact a breach, you could sue for any damages actually suffered and proven with reasonable certainty.
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