Restatement of the Law, Second, Contracts
© The American Law Institute.
Reproduced with permission for educational purposes only.
All rights reserved.
Note: Only the linked sections are reproduced in these materials.
SUMMARY TABLE OF CONTENTS
Chapter 1 - MEANING OF TERMS
Chapter 2 - FORMATION OF CONTRACTS -- PARTIES AND CAPACITY
Chapter 3 - FORMATION OF CONTRACTS -- MUTUAL ASSENT
Chapter 4 - FORMATION OF CONTRACTS -- CONSIDERATION
Chapter 5 - THE STATUTE OF FRAUDS
Chapter 6 - MISTAKE
Chapter 7 - MISREPRESENTATION, DURESS AND UNDUE INFLUENCE
Chapter 8 - UNENFORCEABILITY ON GROUNDS OF PUBLIC POLICY
Chapter 9 - THE SCOPE OF CONTRACTUAL OBLIGATIONS
Chapter 10 - PERFORMANCE AND NON-PERFORMANCE
Chapter 11 - IMPRACTICABILITY OF PERFORMANCE AND FRUSTRATION
OF PURPOSE
Chapter 12 - DISCHARGE BY ASSENT OR ALTERATION
Chapter 13 - JOINT AND SEVERAL PROMISORS AND PROMISEES
Chapter 14 - CONTRACT BENEFICIARIES
Chapter 15 - ASSIGNMENT AND DELEGATION
Chapter 16 - REMEDIES
DETAILED TABLE OF CONTENTS
Chapter 1 - MEANING OF TERMS
Section 1 - Contract Defined
Section 2 - Promise; Promisor; Promisee; Beneficiary
Section 3 - Agreement Defined; Bargain Defined
Section 4 - How a Promise May Be Made
Section 5 - Terms of Promise, Agreement, or Contract
Section 6 - Formal Contracts
Section 7 - Voidable Contracts
Section 8 - Unenforceable Contracts
Chapter 2 - FORMATION OF CONTRACTS -- PARTIES AND CAPACITY
Section 9 - Parties Required
Section 10 - Multiple Promisors and Promisees of the Same Performance
Section 11 - When a Person May Be Both Promisor and Promisee
Section 12 - Capacity to Contract
Section 13 - Persons Affected by Guardianship
Section 14 - Infants
Section 15 - Mental Illness or Defect
Section 16 - Intoxicated Persons
Chapter 3 - FORMATION OF CONTRACTS -- MUTUAL ASSENT
Topic 1 - IN GENERAL
Section 17 - Requirement of a Bargain
Topic 2 - MANIFESTATION OF ASSENT IN GENERAL
Section 18 - Manifestation of Mutual Assent
Section 19 - Conduct as Manifestation of Assent
Section 20 - Effect of Misunderstanding
Section 21 - Intention to Be Legally Bound
Section 22 - Mode of Assent: Offer and Acceptance
Section 23 - Necessity That Manifestations Have Reference to Each
Other
Topic 3 - MAKING OF OFFERS
Section 24 - Offer Defined
Section 25 - Option Contracts
Section 26 - Preliminary Negotiations
Section 27 - Existence of Contract Where Written Memorial Is
Contemplated
Section 28 - Auctions
Section 29 - To Whom an Offer Is Addressed
Section 30 - Form of Acceptance Invited
Section 31 - Offer Proposing a Single Contract or a Number of
Contracts
Section 32 - Invitation of Promise or Performance
Section 33 - Certainty
Section 34 - Certainty and Choice of Terms; Effect of Performance
or Reliance
Topic 4 - DURATION OF THE OFFEREE'S POWER OF ACCEPTANCE
Section 35 - The Offeree's Power of Acceptance
Section 36 - Methods of Termination of the Power of Acceptance
Section 37 - Termination of Power of Acceptance Under Option
Contract
Section 38 - Rejection
Section 39 - Counter-offers
Section 40 - Time When Rejection or Counter-offer Terminates the
Power of Acceptance
Section 41 - Lapse of Time
Section 42 - Revocation by Communication from Offeror Received by
Offeree
Section 43 - Indirect Communication of Revocation
Section 44 - Effect of Deposit on Revocability of Offer
Section 45 - Option Contract Created by Part Performance or Tender
Section 46 - Revocation of General Offer
Section 47 - Revocation of Divisible Offer
Section 48 - Death or Incapacity of Offeror or Offeree
Section 49 - Effect of Delay in Communication of Offer
Topic 5 - ACCEPTANCE OF OFFERS
Section 50 - Acceptance of Offer Defined; Acceptance by Performance;
Acceptance by Promise
Section 51 - Effect of Part Performance Without Knowledge of
Offer
Section 52 - Who May Accept an Offer
Section 53 - Acceptance by Performance; Manifestation of
Intention Not to Accept
Section 54 - Acceptance by Performance; Necessity of Notification
to Offeror
Section 55 - Acceptance of Non-Promissory Offers
Section 56 - Acceptance by Promise; Necessity of Notification to
Offeror
Section 57 - Effect of Equivocal Acceptance
Section 58 - Necessity of Acceptance Complying with Terms of
Offer
Section 59 - Purported Acceptance Which Adds Qualifications
Section 60 - Acceptance of Offer Which States Place, Time or
Manner of Acceptance
Section 61 - Acceptance Which Requests Change of Terms
Section 62 - Effect of Performance by Offeree Where Offer Invites
Either Performance or Promise
Section 63 - Time When Acceptance Takes Effect
Section 64 - Acceptance by Telephone or Teletype
Section 65 - Reasonableness of Medium of Acceptance
Section 66 - Acceptance Must Be Properly Dispatched
Section 67 - Effect of Receipt of Acceptance Improperly
Dispatched
Section 68 - What Constitutes Receipt of Revocation, Rejection,
or Acceptance
Section 69 - Acceptance by Silence or Exercise of Dominion
Section 70 - Effect of Receipt by Offeror of a Late or Otherwise
Defective Acceptance
Chapter 4 - FORMATION OF CONTRACTS -- CONSIDERATION
Topic 1 - THE REQUIREMENT OF CONSIDERATION
Section 71 - Requirement of Exchange; Types of
Exchange
Section 72 - Exchange of Promise for Performance
Section 73 - Performance of Legal Duty
Section 74 - Settlement of Claims
Section 75 - Exchange of Promise for Promise
Section 76 - Conditional Promise
Section 77 - Illusory and Alternative Promises
Section 78 - Voidable and Unenforceable Promises
Section 79 - Adequacy of Consideration; Mutuality of Obligation
Section 80 - Multiple Exchanges
Section 81 - Consideration as Motive or Inducing Cause
Topic 2 - CONTRACTS WITHOUT CONSIDERATION
Section 82 - Promise to Pay Indebtedness; Effect
on the Statute of Limitations
Section 83 - Promise to Pay Indebtedness Discharged in Bankruptcy
Section 84 - Promise to Perform a Duty in Spite of Non-occurrence
of a Condition
Section 85 - Promise to Perform a Voidable Duty
Section 86 - Promise for Benefit Received
Section 87 - Option Contract
Section 88 - Guaranty
Section 89 - Modification of Executory Contract
Section 90 - Promise Reasonably Inducing Action or Forbearance
Section 91 - Effect of Promises Enumerated in 82-90 When Conditional
Section 92 - To Whom Promises Enumerated in 82-85 Must Be Made
Section 93 - Promises Enumerated in 82-85 Made in Ignorance of Facts
Section 94 - Stipulations
Topic 3 - CONTRACTS UNDER SEAL; WRITING AS A STATUTORY SUBSTITUTE FOR THE SEAL
Section 95 - Requirements for Sealed Contract or Written Contract or Instrument
Section 96 - What Constitutes a Seal
Section 97 - When a Promise is Sealed
Section 98 - Adoption of a Seal by Delivery
Section 99 - Adoption of the Same Seal by Several Parties
Section 100 - Recital of Sealing or Delivery
Section 101 - Delivery
Section 102 - Unconditional Delivery
Section 103 - Delivery in Escrow; Conditional Delivery to the Promisee
Section 104 - Acceptance or Disclaimer by the Promisee
Section 105 - Acceptance Where Return Promise is Contemplated
Section 106 - What Amounts to Acceptance of Instrument
Section 107 - Creation of Unsealed Contract by Acceptance by Promisee
Section 108 - Requirement of Naming or Describing Promisor and Promisee
Section 109 - Enforcement of a Sealed Contract by Promisee Who Does Not Sign or Seal It
Chapter 5 - THE STATUTE OF FRAUDS
Section 110 - Classes of Contracts Covered
Topic 1 - THE EXECUTOR-ADMINISTRATOR PROVISION
Section 111 - Contract of Executor or Administrator
Topic 2 - THE SURETYSHIP PROVISION
Section 112 - Requirement of Suretyship
Section 113 - Promises of the Same Performance for the Same Consideration
Section 114 - Independent Duty of Promisor
Section 115 - Novation
Section 116 - Main Purpose; Advantage to Surety
Section 117 - Promise to Sign a Written Contract of Suretyship
Section 118 - Promise to Indemnify a Surety
Section 119 - Assumption of Duty by Another
Section 120 - Obligations on Negotiable Instruments
Section 121 - Contract of Assignor or Factor
Section 122 - Contract to Buy a Right from the Obligee
Section 123 - Contract to Discharge the Promisee's Duty
Topic 3 - THE MARRIAGE PROVISION
Section 124 - Contract Made Upon Consideration of Marriage
Topic 4 - THE LAND CONTRACT PROVISION
Section 125 - Contract to Transfer, Buy, or Pay for an Interest in Land
Section 126 - Contract to Procure Transfer or to Act as Agent
Section 127 - Interest in Land
Section 128 - Boundary and Partition Agreements
Section 129 - Action in Reliance; Specific Performance
Topic 5 - THE ONE-YEAR PROVISION
Section 130 - Contract Not to Be Performed Within a Year
Topic 6 - SATISFACTION OF THE STATUTE BY A MEMORANDUM
Section 131 - General Requisites of a Memorandum
Section 132 - Several Writings
Section 133 - Memorandum Not Made as Such
Section 134 - Signature
Section 135 - Who Must Sign
Section 136 - Time of Memorandum
Section 137 - Loss or Destruction of a Memorandum
Topic 7 - CONSEQUENCES OF NON-COMPLIANCE
Note - Introductory Note
Section 138 - Unenforceability
Section 139 - Enforcement by Virtue of Action in Reliance
Section 140 - Defense of Failure to Perform
Section 141 - Action for Value of Performance Under Unenforceable Contract
Section 142 - Tort Liability for Acts Under Unenforceable Contract
Section 143 - Unenforceable Contract as Evidence
Section 144 - Effect of Unenforceable Contract as to Third Parties
Section 145 - Effect of Full Performance
Section 146 - Rights of Competing Transferees of Property
Section 147 - Contract Containing Multiple Promises
Section 148 - Rescission by Oral Agreement
Section 149 - Oral Modification
Section 150 - Reliance on Oral Modification
Chapter 6 - MISTAKE
Section 151 - Mistake Defined
Section 152 - When Mistake of Both Parties Makes a Contract
Voidable
Section 153 - When Mistake of One Party Makes a Contract Voidable
Section 154 - When a Party Bears the Risk of a Mistake
Section 155 - When Mistake of Both Parties as to Written
Expression Justifies Reformation
Section 156 - Mistake as to Contract Within the Statute of Frauds
Section 157 - Effect of Fault of Party Seeking Relief
Section 158 - Relief Including Restitution
Chapter 7 - MISREPRESENTATION, DURESS AND UNDUE INFLUENCE
Topic 1 - MISREPRESENTATION
Section 159 - Misrepresentation Defined
Section 160 - When Action Is Equivalent to an Assertion
(Concealment)
Section 161 - When Non-Disclosure Is Equivalent to an Assertion
Section 162 - When a Misrepresentation Is Fraudulent or Material
Section 163 - When a Misrepresentation Prevents Formation of a
Contract
Section 164 - When a Misrepresentation Makes a Contract Voidable
Section 165 - Cure by Change of Circumstances
Section 166 - When a Misrepresentation as to a Writing Justifies
Reformation
Section 167 - When a Misrepresentation Is an Inducing Cause
Section 168 - Reliance on Assertions of Opinion
Section 169 - When Reliance on an Assertion of Opinion Is Not
Justified
Section 170 - Reliance on Assertions as to Matters of Law
Section 171 - When Reliance on an Assertion of Intention Is Not
Justified
Section 172 - When Fault Makes Reliance Unjustified
Section 173 - When Abuse of a Fiduciary Relation Makes a Contract Voidable
Topic 2 - DURESS AND UNDUE UNFLUENCE
Section 174 - When Duress by Physical Compulsion Prevents Formation
of a Contract
Section 175 - When Duress by Threat Makes a Contract Voidable
Section 176 - When a Threat is Improper
Section 177 - When Undue Influence Makes a Contract Voidable
Chapter 8 - UNENFORCEABILITY ON GROUNDS OF PUBLIC POLICY
Topic 1 - UNENFORCEABILITY IN GENERAL
Section 178 - When a Term Is Unenforceable on Grounds of Public
Policy
Section 179 - Bases of Public Policies Against Enforcement
Section 180 - Effect of Excusable Ignorance
Section 181 - Effect of Failure to Comply with Licensing or Similar Requirement
Section 182 - Effect of Performance if Intended Use Is Improper
Section 183 - When Agreement Is Enforceable as to Agreed Equivalents
Section 184 - When Rest of Agreement Is Enforceable
Section 185 - Excuse of a Condition on Grounds of Public Policy
Topic 2 - RESTRAINT OF TRADE
Section 186 - Promise in Restraint of Trade
Section 187 - Non-Ancillary Restraints on Competition
Section 188 - Ancillary Restraints on Competition
Topic 3 - IMPAIRMENT OF FAMILY RELATIONS
Section 189 - Promise in Restraint of Marriage
Section 190 - Promise Detrimental to Marital Relationship
Section 191 - Promise Affecting Custody
Topic 4 - INTERFERENCE WITH OTHER PROTECTED INTERESTS
Section 192 - Promise Involving Commission of a Tort
Section 193 - Promise Inducing Violation of Fiduciary Duty
Section 194 - Promise Interfering with Contract with Another
Section 195 - Term Exempting from Liability for Harm Caused
Intentionally, Recklessly or Negligently
Section 196 - Term Exempting from Consequences of
Misrepresentation
Topic 5 - RESTITUTION
Section 197 - Restitution Generally Unavailable
Section 198 - Restitution in Favor of Party Who Is Excusably
Ignorant or Is Not Equally in the Wrong
Section 199 - Restitution Where Party Withdraws or Situation Is
Contrary to Public Interest
Chapter 9 - THE SCOPE OF CONTRACTUAL OBLIGATIONS
Topic 1 - THE MEANING OF AGREEMENTS
Section 200 - Interpretation of Promise or Agreement
Section 201 - Whose Meaning Prevails
Section 202 - Rules in Aid of Interpretation
Section 203 - Standards of Preference in Interpretation
Section 204 - Supplying an Omitted Essential Term
Topic 2 - CONSIDERATIONS OF FAIRNESS AND THE PUBLIC INTEREST
Section 205 - Duty of Good Faith and Fair Dealing
Section 206 - Interpretation Against the Draftsman
Section 207 - Interpretation Favoring the Public
Section 208 - Unconscionable Contract or Term
Topic 3 - EFFECT OF ADOPTION OF A WRITING
Section 209 - Integrated Agreements
Section 210 - Completely and Partially Integrated Agreements
Section 211 - Standardized Agreements
Section 212 - Interpretation of Integrated Agreement
Section 213 - Effect of Integrated Agreement on Prior Agreements (Parol Evidence Rule)
Section 214 - Evidence of Prior or Contemporaneous Agreements and Negotiations
Section 215 - Contradiction of Integrated Terms
Section 216 - Consistent Additional Terms
Section 217 - Integrated Agreement Subject to Oral Requirement of a Condition
Section 218 - Untrue Recitals; Evidence of Consideration
Topic 4 - SCOPE AS AFFECTED BY USAGE
Section 219 - Usage
Section 220 - Usage Relevant to Interpretation
Section 221 - Usage Supplementing an Agreement
Section 222 - Usage of Trade
Section 223 - Course of Dealing
Topic 5 - CONDITIONS AND SIMILAR EVENTS
Section 224 - Condition Defined
Section 225 - Effects of the Non-Occurrence of a Condition
Section 226 - How an Event May Be Made a Condition
Section 227 - Standards of Preference with Regard to Conditions
Section 228 - Satisfaction of the Obligor as a Condition
Section 229 - Excuse of a Condition to Avoid Forfeiture
Section 230 - Event that Terminates a Duty
Chapter 10 - PERFORMANCE AND NON-PERFORMANCE
Topic 1 - PERFORMANCES TO BE EXCHANGED UNDER AN EXCHANGE OF PROMISES
Section 231 - Criterion for Determining When Performances Are to Be
Exchanged Under an Exchange of Promises
Section 232 - When It Is Presumed That Performances Are to Be
Exchanged Under an Exchange of Promises
Section 233 - Performance at One Time or in Installments
Section 234 - Order of Performances
Topic 2 - EFFECT OF PERFORMANCE AND NON-PERFORMANCE
Section 235 - Effect of Performance as Discharge and of
Non-Performance as Breach
Section 236 - Claims for Damages for Total and for Partial Breach
Section 237 - Effect on Other Party's Duties of a Failure to
Render Performance
Section 238 - Effect on Other Party's Duties of a Failure to
Offer Performance
Section 239 - Effect on Other Party's Duties of a Failure
Justified by Non-Occurrence of a Condition
Section 240 - Part Performances as Agreed Equivalents
Section 241 - Circumstances Significant in Determining Whether a
Failure Is Material
Section 242 - Circumstances Significant in Determining When
Remaining Duties Are Discharged
Section 243 - Effect of a Breach by Non-Performance as Giving
Rise to a Claim for Damages for Total Breach
Section 244 - Effect of Subsequent Events on Duty to Pay Damages
Section 245 - Effect of a Breach by Non-Performance as Excusing
the Non-Occurrence of a Condition
Section 246 - Effect of Acceptance as Excusing the Non-Occurrence
of a Condition
Section 247 - Effect of Acceptance of Part Performance as
Excusing the Subsequent Non-Occurrence of a Condition
Section 248 - Effect of Insufficient Reason for Rejection as
Excusing the Non-Occurrence of a Condition
Section 249 - When Payment Other Than by Legal Tender is
Sufficient
Topic 3 - EFFECT OF PROSPECTIVE NON-PERFORMANCE
Section 250 - When a Statement or an Act Is a Repudiation
Section 251 - When a Failure to Give Assurance May Be Treated as
a Repudiation
Section 252 - Effect of Insolvency
Section 253 - Effect of a Repudiation as a Breach and on Other
Party's Duties
Section 254 - Effect of Subsequent Events on Duty to Pay Damages
Section 255 - Effect of a Repudiation as Excusing the
Non-Occurrence of a Condition
Section 256 - Nullification of Repudiation or Basis for
Repudiation
Section 257 - Effect of Urging Performance in Spite of
Repudiation
Topic 4 - APPLICATION OF PERFORMANCES
Section 258 - Obligor's Direction of Application
Section 259 - Creditor's Application
Section 260 - Application of Payments Where Neither Party Exercises His Power
Chapter 11 - IMPRACTICABILITY OF PERFORMANCE AND FRUSTRATION OF PURPOSE
Section 261 - Discharge by Supervening Impracticability
Section 262 - Death or Incapacity of Person Necessary for
Performance
Section 263 - Destruction, Deterioration or Failure to Come into
Existence of Thing Necessary for Performance
Section 264 - Prevention by Governmental Regulation or Order
Section 265 - Discharge by Supervening Frustration
Section 266 - Existing Impracticability or Frustration
Section 267 - Effect on Other Party's Duties of a Failure Justified by Impracticability or
Frustration
Section 268 - Effect on Other Party's Duties of a Prospective Failure Justified by
Impracticability or Frustration
Section 269 - Temporary Impracticability or Frustration
Section 270 - Partial Impracticability
Section 271 - Impracticability as Excuse for Non-Occurrence of a Condition
Section 272 - Relief Including Restitution
Chapter 12 - DISCHARGE BY ASSENT OR ALTERATION
Topic 1 - THE REQUIREMENT OF CONSIDERATION
Section 273 - Requirement of Consideration or a Substitute
Section 274 - Cancellation, Destruction or Surrender of a Writing
Section 275 - Assent to Discharge Duty of Return Performance
Section 276 - Assent to Discharge Duty to Transfer Property
Section 277 - Renunciation
Topic 2 - SUBSTITUTED PERFORMANCE, SUBSTITUTED CONTRACT, ACCORD AND ACCOUNT
STATED
Section 278 - Substituted Performance
Section 279 - Substituted Contract
Section 280 - Novation
Section 281 - Accord and Satisfaction
Section 282 - Account Stated
Topic 3 - AGREEMENT OF RESCISSION, RELEASE AND CONTRACT NOT TO SUE
Section 283 - Agreement of Rescission
Section 284 - Release
Section 285 - Contract Not to Sue
Topic 4 - ALTERATION
Section 286 - Alteration of Writing
Section 287 - Assent to or Forgiveness of Alteration
Chapter 13 - JOINT AND SEVERAL PROMISORS AND PROMISEES
Topic 1 - JOINT AND SEVERAL PROMISORS
Section 288 - Promises of the Same Performance
Section 289 - Joint, Several, and Joint and Several Promisors of the Same Performance
Section 290 - Compulsory Joinder of Joint Promisors
Section 291 - Judgment in an Action Against Co-promisors
Section 292 - Effect of Judgment for or Against Co-promisors
Section 293 - Effect of Performance or Satisfaction on Co-promisors
Section 294 - Effect of Discharge on Co-promisors
Section 295 - Effect of Contract Not to Sue; Reservation of Rights
Section 296 - Survivorship of Joint Duties
Topic 2 - JOINT AND SEVERAL PROMISEES
Section 297 - Obligees of the Same Promised Peformance
Section 298 - Compulsory Joinder of Joint Obligees
Section 299 - Discharge by or Tender to One Joint Obligee
Section 300 - Effect of Violation of Duty to a Co-obligee
Section 301 - Survivorship of Joint Rights
Chapter 14 - CONTRACT BENEFICIARIES
Section 302 - Intended and Incidental Beneficiaries
Section 303 - Conditional Promises; Promises Under Seal
Section 304 - Creation of Duty to Beneficiary
Section 305 - Overlapping Duties to Beneficiary and Promisee
Section 306 - Disclaimer by a Beneficiary
Section 307 - Remedy of Specific Performance
Section 308 - Identification of Beneficiaries
Section 309 - Defenses Against the Beneficiary
Section 310 - Remedies of the Beneficiary of a Promise to Pay the Promisee's Debt;
Reimbursement of Promisee
Section 311 - Variation of a Duty to a Beneficiary
Section 312 - Mistake as to Duty to Beneficiary
Section 313 - Government Contracts
Section 314 - Suretyship Defenses
Section 315 - Effect of a Promise of Incidental Benefit
Chapter 15 - ASSIGNMENT AND DELEGATION
Section 316 - Scope of This Chapter
Topic 1 - WHAT CAN BE ASSIGNED OR DELEGATED
Section 317 - Assignment of a Right
Section 318 - Delegation of Performance of Duty
Section 319 - Delegation of Performance of Condition
Section 320 - Assignment of Conditional Rights
Section 321 - Assignment of Future Rights
Section 322 - Contractual Prohibition of Assignment
Section 323 - Obligor's Assent to Assignment or Delegation
Topic 2 - MODE OF ASSIGNMENT OR DELEGATION
Section 324 - Mode of Assignment in General
Section 325 - Order as Assignment
Section 326 - Partial Assignment
Section 327 - Acceptance or Disclaimer by the Assignee
Section 328 - Interpretation of Words of Assignment; Effect of Acceptance of Assignment
Section 329 - Repudiation by Assignor and Novation with Assignee
Section 330 - Contracts to Assign in the Future, or to Transfer Proceeds to Be Received
Topic 3 - EFFECT BETWEEN ASSIGNOR AND ASSIGNEE
Section 331 - Partially Effective Assignments
Section 332 - Revocability of Gratuitous Assignments
Section 333 - Warranties of an Assignor
Topic 4 - EFFECT ON THE OBLIGOR'S DUTY
Section 334 - Variation of Obligor's Duty by Assignment
Section 335 - Assignment by a Joint Obligee
Section 336 - Defenses Against an Assignee
Section 337 - Elimination of Defenses by Subsequent Events
Section 338 - Discharge of an Obligor After Assignment
Section 339 - Protection of Obligor in Cases of Adverse Claims
Topic 5 - PRIORITIES BETWEEN ASSIGNEE AND ADVERSE CLAIMANTS
Section 340 - Effect of Assignment on Priority and Security
Section 341 - Creditors of an Assignor
Section 342 - Successive Assignees from the Same Assignor
Section 343 - Latent Equities
Chapter 16 - REMEDIES
Topic 1 - IN GENERAL
Section 344 - Purposes of Remedies
Section 345 - Judicial Remedies Available
Topic 2 - ENFORCEMENT BY AWARD OF DAMAGES
Section 346 - Availability of Damages
Section 347 - Measure of Damages in General
Section 348 - Alternatives to Loss in Value of Performance
Section 349 - Damages Based on Reliance Interest
Section 350 - Avoidability as a Limitation on Damages
Section 351 - Unforeseeability and Related Limitations on Damages
Section 352 - Uncertainty as a Limitation on Damages
Section 353 - Loss Due to Emotional Disturbance
Section 354 - Interest as Damages
Section 355 - Punitive Damages
Section 356 - Liquidated Damages and Penalties
Topic 3 - ENFORCEMENT BY SPECIFIC PERFORMANCE AND INJUNCTION
Section 357 - Availability of Specific Performance and Injunction
Section 358 - Form of Order and Other Relief
Section 359 - Effect of Adequacy of Damages
Section 360 - Factors Affecting Adequacy of Damages
Section 361 - Effect of Provision for Liquidated Damages
Section 362 - Effect of Uncertainty of Terms
Section 363 - Effect of Insecurity as to the Agreed Exchange
Section 364 - Effect of Unfairness
Section 365 - Effect of Public Policy
Section 366 - Effect of Difficulty in Enforcement or Supervision
Section 367 - Contracts for Personal Service or Supervision
Section 368 - Effect of Power of Termination
Section 369 - Effect of Breach by Party Seeking Relief
Topic 4 - RESTITUTION
Section 370 - Requirement that Benefit Be Conferred
Section 371 - Measure of Restitution Interest
Section 372 - Specific Restitution
Section 373 - Restitution When Other Party Is in Breach
Section 374 - Restitution in Favor of Party in Breach
Section 375 - Restitution When Contract Is Within Statute of
Frauds
Section 376 - Restitution When Contract Is Voidable
Section 377 - Restitution in Cases of Impracticability,
Frustration, Non-Occurrence of Condition or Disclaimer by Beneficiary
Topic 5 - PRECLUSION BY ELECTION AND AFFIRMANCE
Section 378 - Election Among Remedies
Section 379 - Election to Treat Duties of Performance Under Aleatory Contract as
Discharged
Section 380 - Loss of Power of Avoidance by Affirmance
Section 381 - Loss of Power of Avoidance by Delay
Section 382 - Loss of Power to Affirm by Prior Avoidance
Section 383 - Avoidance in Part
Section 384 - Requirement That Party Seeking Restitution Return Benefit
Section 385 - Effect of Power of Avoidance on Duty of Performance or on Duty Arising out
of Breach