Introduction to Contracts

Definition of a Contract

While perhaps a complete and final definition of the term will never be formulated, the statement that a contract is "an agreement which creates an obligation"^[1] would seem to embody all of its essential elements, which may be enumerated as:

1. Parties competent to contract.
2. A subject matter.
3. A legal consideration.
4. Mutuality of agreement.
5. Mutuality of obligation.

Other Common Law Definitions

1. "A contract may be defined as an agreement between competent parties, supported by a legal consideration, and In the form, If any, prescribed by law, creating an obligation on the part of one or both to do or refrain from doing some lawful thing."
2. "The agreement of two competent parties about a legal and competent subject matter, upon a mutual legal consideration, with a mutuality of obligation." ^[2]
3. "An agreement upon sufficient consideration. to do or not to do a particular thing." ^[3]
4. "A voluntary and lawful agreement, by competent parties, for a good consideration, to do or not do a. specified thing."^[4]
5. "The agreement of minds, upon a suffficient consideration,

that something specified shall be done, or shall not be done." Blakemore v. Cooper, 15 N. D. 5, 13, 108 NW 688, 125 AmSR 674, 4 LRA.NS 1074 [quot Edwards v. Keaney, 98 u. _s. 1196, 24 L. ed. 793). <8> "The meeting of minds upon and agreement to a definite thing." Lorna. Prieta Lumber Co. v. Hinton, 12 Cal. A.. 768, 771, 108 P 628. (7) "A bargain or agreement voluntarily made upon good consideration, between two or more persons capable of contracting, to do, or forbear to do, some lawful act." Justice v. Lang, 42 N. Y. 493, 497, 1 AmR 576 [quot 1 Com7n Contr. p Z). (8) "An agreement between two or more pa.rtlesl for the doing or the not doing or some particular thing." 1 Parson Contr. I 2. To -me elrect Jones v. Tucker, 28 Del. 422, 84 A 101 • Modern Mach. Co. v. Perkins. 2. Del. 127, 80 A 1010; Speakman v. Prtcef 26 Del. 877, 80 A 1127.t. Moline Jewe ry Co. v. Otwell, 26 uel. 129, 78 A liOO; Merritt v. Layton, 24 Del. 1112, 76 A 796; Wetnsberg v. St. Louis Cordage Co., 136 Mo. A. 553, 116 SW 461. (9) "A deliberate enga. gement between competent parties, upon a legal conelderatlon, to do or to abstain from doing some act." Langullle v. State, 4 Tex. A. ll12, 321 [quot Story Contr. t 1 ). To same elrect Miller v. Palmer, 58 Md. 4111; Pelham v. State, 30 Tex. 422. (10) "A promise from one or more persons to another or others, either made tn fact or created by the Ia.w1 to do or retrain from some la.wfu thlnar; being also under the eeal of the promisor, or being reduced to a judicial record, or being accompanied by a valld consideration, or being executed, and not being In a form forbidden or declared Inadequate by law." Bishop Contr. t 22. (11) "An agreement enforceable at law, made between two or more persons, by which rights are a cquired by one or more to acts or forbearance& on the part of the other or others." Anson Contr. p 11. (12) An agreement by which two parties mutually promise and engage, or one of them promises or engages to the other, to give some particular thing or to do or abstain from doing some particular act. Hall Torts & Contr. p 163. (13) An agreement containing a promise made by the one party for a valid consideration and agreed to by the other party. Leake Contr. p 9. (14) "Every agreement and promise enforceable by law." Pollock Contr. p 1. (15) "A mutual assent of two or more persons, competent to contract, founded on a. suftlclent and legal motive, Inducement. or consideration to perform some legal act, or to omit to do anything, the performance whereof Is not enjoined by law." Chitty Contr. p 9; Haskell, etc .• ·co. v. Allegheny Forging Co., 47 Ind. A. 392, 91 NE 976. 9'76; Belt v. Marriott, 9 Gill (Md.) 881, U5. (18) "An obllgatlon attached by the mere force of law to certain acts of the parties. usually words, which ordinarily accompany and represent a known Intent.". Hotchkiss v. New York Nat. City Bank, too Fed. 287, 1193, [air 201 Fed. 864 ). (17) "A tra.neactlon between two or more persona, In which each party comes under an obllgatlon to the other, and each reciprocally acquires a right to what Is promised by the other." P<'r Washington, J., In Dartmouth College v. Woodward, 4 Wheat. (U. S.) 618, 656, 4 L. ed. 629 [quot 1 Powell Contr. p 6, and quot United Transp., etc., Co. v. New York, etc., Transp. Line, 180 Fed. 902, 904 (all 185 Fed. 386, 107 CCA 442)]. To same effect Chesapeake, etc., Canal Co. v. Balti more, etc., R. Co., 4 Gill & J. (Md.) 1. (18) "An agreement where both parties become obligated." Safford r. Wyckoit, 4 Hill (N. Y.) 442, 456. (19) "A voluntary agreement be tween two parties, the coming to gether of two minds by a common intent." McNeill v. Durham, etc., R. Co., 135 N. C. 682, 687, 47 SE 765. 67 LItA 227. (20) "An agreement be tween competent parties, supported by a legal consideration, and there can be no contract in its true sense without a meeting of minds." J. I. Case Threshing Mach. Co. v. Meyers. 78 Nebr. 685, 687, 111 NW 602. 9 LRANS 970. (21) "The union of two or more minds in a thing done or to be done." Dietz v. Farish, 44 N. Y. Super 190. 199, 53 HowPr 217 [aff 79" N. Y. 520]. (22) "The meeting of the minds of the contracting parties." Per Park, J., in Atwater v. Loekwood. 39 Conn. 45, 49. (23) "A drawing together of minds until they meet." Per Birdseye, J., in McNulty v. Prentice, 25 Barb. (N. Y.) 204, 207. (24) "A writing is not a con tract when It fails to express that on which the minds of the parties met, and courts freely exercise power to correct mistakes when the proof leaves no doubt that the real con tract was something else." Wolfgram v. Schoepke, 123 Wis. 19, 26, 100 NW 1054, 3 AnnCas 398. (25) "A proposition made by one contracting party and accepted by the other constitutes a contract. It evidences the meeting of their minds upon the terms of their agreement, and binds them both." Illinois Trust, etc., Bank v. Arkansas City, 76 Fed. 271, 285, 22 CCA 171. 34 LRA 518. (26) Where a promise is made on one side and assented to on the other, or where two or more persons enter into an engagement with each other by a promise on either side. 2 Stephen Comm. pp. 108, 109. (27) A speech between two parties whereby something is to be done. The Mir ror. (28) "When both parties will the same thing, and each communi cates his will to the other, with a mutual engagement to carry it into effect." Haynes v. Haynes, 1 Dr. & Sm. 426, 62 Reprint 442. 445. (29) "An agreement between two or more persons, whereby, in consideration of something done, or promised to be done, by the party on one side, the party on the other side undertakes to do. or not to do a particular thing." Wheeler v. Glasgow, 97 Ala. 700. 705. 11 S 758. (30) "A com pact between two or more parties." Marshall. C. J., in Fletcher v. Peck. 6 ('ranch (U. S.) 87. 136. 3 L. ed. 162.

Statutory Definitions

References