Tile/Mastic 2nd Flr Wait Lobby All Saints Day Tile/Mastic 2nd Fl Exam Rm 1 Tile/Mastic 2nd Flr Shared Employee Access Day of the Dead Tile/Mastic 2nd Flr Shared Employee Access Drywall Mud 2nd Flr Room 1 Election Day Drywall Mud 2nd Flr Shared Lunch Drywall Mud/Tape 2nd Flr Shared Employee Area World Freedom Day Drywall Mud/Tape 2nd Flr IT Mech Ceiling Tile 2nd Flr Shared Lunch Remembrance Day Ceiling Tile 2nd Flr IT Mech Ceiling Tile 2nd Flr Shared Employee Area Thanksgiving Day Drywall Mud 2nd Flr Office 1 Drywall Mud 2nd Flr Office 1 Black Friday Ceiling Tile 2nd Flr Next To Back Stairs Drywall Mud 1st Flr Across From Elev Equip Rm Adopt A Turkey Month Roof Material SE Small Roof Parapet Wall National Animal Shelter Appreciation Week Roof Material SE Roof Veterans Day Roof Material West Roof Parapet Wall Thanksgiving
India’s freedom struggle culminated in the transfer of power in 1947. The Indian Independence Act of 1947 ratified the change. A new era dawned, and Jawaharlal Nehru captured that historic moment in his famous “Tryst with Destiny” speech, which runs as follows: Long years ago, we made a tryst with destiny, and now the time comes when we shall redeem our pledge—not wholly or in full measure, but very substantially. At the stroke of the midnight hour, when the world sleeps, India will awake to life and freedom. A moment comes, which comes but rarely in history, when we step out from the old to the new, when an age ends, and when the soul of a nation, long suppressed, finds utterance. The future of India is not one of ease or resting, but of incessant striving so that we might fulfill the pledges we have so often taken and the one we shall take today. The service of India means the service of the millions who suffer. It means the ending of poverty, ignorance, disease, and inequality of opportunity. The ambition of the greatest man of our generation, Mahatma Gandhi, has been to wipe every tear from every eye. That may be beyond us, but as long as there are tears and suffering, our work will not be over. India became a free nation in 1947 through what is known as the transfer of power. Yet, a great deal of what we see in independent India can be attributed to legacies of one kind or another. Was independent India a break from the past, or a continuation? Did India, as Nehru claimed, step out from the old to the new? These are the questions that baffle historians, given the clear continuities in terms of not only institutions of governance but also the values that inform these institutions. Was the change that India saw following decolonization merely cosmetic, then? There is also the argument that the influences of almost 200 years of colonialism seem to have been entrenched in India’s society, economy, and polity simply because of its long duration.
A qualified director is one who is not a party to a transaction with the corporation, does not have a material interest in the transaction and does not have a material relationship with someone who does.
La cita entre España y Turquía se suma a la lista de los grandes eventos que ha acogido la que es ahora la sede del Real Betis Balompié desde que se rehabilitara en 2020.
El estadio Olímpico, que nació para ser el escenario, principalmente, de competiciones de atletismo, lo está siendo también de la final de la Copa del Rey.
La etapa final de este torneo se ha jugado ya cinco veces en la capital hispalense, siendo el último encuentro el protagonizado por dos de los grandes equipos del país: miles de personas vibraron con el clásico Barça - Madrid
learn. kindergarten, school must many subject matter.
足りる 不足する 実験する 実行する 発明する 発展する
These days humans are living more than ever. While an increased life span has been accompanied by some economic challenges for the governments, I am convinced that this phenomenon has facilitated life for younger generations and provided the time for elders to pursue their dreams.
On the one hand, some argue that the imposed financial burden on the authorities is a compelling reason for considering the increased living time a negative development. Having weakened immune systems by ageing, the elders become prone to diverse ailments which originate from this weakness such as diabetes or cancer. As a result, governments have been forced to allocate a significant budget to the treatment expenses of these people, covering their health insurance and paying pensions. Finally, permanently, taking care of elders in the case of physical disabilities would be regarded as a time-consuming and challenging responsibility by some busy offspring, which would be addressed by governments.
On the other hand, however, I firmly believe that this increased living time is a positive development. Many old people are passionate about spending their time with their grandchildren. This collaboration in looking after children puts the parent's minds at ease during work time, increasing productivity and efficiency at work. In addition to the facilitated life for employed parents, owning more time to live has encouraged a myriad of aged individuals to follow their aspirations. A salient example of this is my uncle, who started his desired business of exporting fruit to neighbouring countries after retirement by enjoying the gained efficient experiences during his professional life, contributing to the economic growth of the country.
In conclusion, I strongly believe that such climbing economic pressures on the governments could be compensated by the aged population's contribution to the economic growth of the country and reducing the difficulty of bringing up children for working parents.
In the beginning was the Word, and the Word was with God, and the Word was God. He was with God in the beginning. Through him all things were made; without him nothing was made that has been made. In him was life, and that life was the light of all mankind. The light shines in the darkness, and the darkness has not overcome it.
There was a man sent from God whose name was John. He came as a witness to testify concerning that light, so that through him all might believe. He himself was not the light; he came only as a witness to the light.
The true light that gives light to everyone was coming into the world. He was in the world, and though the world was made through him, the world did not recognize him. He came to that which was his own, but his own did not receive him. Yet to all who did receive him, to those who believed in his name, he gave the right to become children of God— children born not of natural descent, nor of human decision or a husband’s will, but born of God.
The Word became flesh and made his dwelling among us. We have seen his glory, the glory of the one and only Son, who came from the Father, full of grace and truth.
(John testified concerning him. He cried out, saying, “This is the one I spoke about when I said, ‘He who comes after me has surpassed me because he was before me.’”) Out of his fullness we have all received grace in place of grace already given. For the law was given through Moses; grace and truth came through Jesus Christ. No one has ever seen God, but the one and only Son, who is himself God and is in closest relationship with the Father, has made him known.
Nowadays, whether [topic] has attracted numerous controversies and drawn the public’s attention. Some people believe that [pro argument], while others hold the view that [counter argument]. From my perspective, I am convinced that [stance].
Firstly, [reason one] is why I think [viewpoint]. Although potentially positive/negative impacts of [subject] must be taken into account, I still reckon that [main point one]. For example, [example one]. In addition to this, [example two]. It is thus clearly shown that [viewpoint].
Moreover, another factor that should be considered is [reason two]. As far as society is concerned, [main point two]. For instance, a recent article published by Scientific American revealed that [example three]. Moreover, [example four]. Undoubtedly, this is a clear indication that [viewpoint].
To conclude, there is no doubt that [reason one] and [reason two] are essential in today's world. While some might disagree, the evidence strongly supports that [stance].
Copilot Chat by user114561 [ Delete]
Have you ever had a copilot users and a thing you can't do to congratulations of all users? Well, I had a thing with a job, see if it's done. Here's the first paragraph.
That's the way of the first copilot and a round of all of the humans, are the best way to do. AI chat such as ChatGPT, or copilot, makes them really close. That's 28 days left premium for teams and copilot is a chat sharing for all of the children. Here, there is a way to do: Er. 1: How did you get there? This is called a critter. Er. 2: It's a way you can't say is nothing. It would be really amazing. Er. 3: That's a thank of you and you can take a copilot of it, it's a way of speaking with it. Here's a way of the chat copilot, footballs, basketballs, tennisballs, cricketballs, and etc.
The first paragraphs knowns as AI. Here's a buch of different ways you can't known as a second paragraph.
The spiclaze of the game known as the AI what, known as copilot, such as ChatGPT. Here's the AI chat: Say "Hello!" to get an AI and the AI say "How about you?" You say "What's your name?" AI say "My name is a [name] thingy to help you to keep understand for some reasons. Here's a talk about it: It's a first way, and a copilot chat give you some reasons, pictures, videos, and more things with the ends. Here, it's the end. Here's the second thing with the chat copilot, footballs, basketballs, tennisballs, cricketballs, and etc.
The second paragraph is also the AI, but, the third paragraph was not the AI thingy. The third paragraph is a buch of all different things that are known as a first paragraph.
Copilot chat is a way of speaking such as Microsoft 365 copilot and it's a way of it. The capilatzied of all the ways of speaking such as "Hey, nice to see you. What's new?" He says "I'm new to see that it's a great idea." So he says, it's a best thing to do with chat copilot. The layers of the things of here as such as "Say?" or the ways. Here, it's the end. Here's the second thing with the chat copilot, footballs, basketballs, tennisballs, cricketballs, and etc.
The fourth paragraph is NOT a chat Copilot. It's in the classroom!
Here in our classroom, WE SAY...
"How can I improve?"
"Let me try a different way."
"Mistakes are part of learning."
"Have I done my best work?"
"Learning takes time."
"How can we learn from one another?"
"I like a challenge."
"My effort and altitude are everything."
The fourth paragraph does not describe the AI. Here's the fifth paragraph.
You can create an image, simplify the topic, write a first draft, design a logo, predict a future, improve writing, improve communication and draft an email of all by copilot.
That's it. The end.
a You cant be reserved
Offer: An offer needs specificity of terms and specificity of intent. All the offeree should have to do is accept. Failure to meet this criteria means there is not an offer but rather preliminary negotiations.
R2d24: Offer Defined: An offer is the manifestation of willingness to enter into a bargain, so made as to justify another person in understanding that his assent to that bargain is invited and will conclude it.
R2d26: Preliminary Negotiations: A manifestation of willingness to enter into a bargain is not an offer if the person to whom it is addressed knows or has reason to know that the person making it does not intend to conclude a bargain until he has made a further manifestation of assent.
Offers can be terminated for four reasons: (1) death of offeror, (2) revocation of the offer, (3) Rejection via counter offer, (4) Time Lapsed.
R2d41: Lapse of Time: (1) An offeree's power of acceptance is terminated at the time specified in the offer, or, if no time is specified, at the end of a reasonable time. (2) What is a reasonable time is a question of fact, depending on all the circumstances existing when the offer and attempted acceptance are made. (3) Unless otherwise indicated by the language or the circumstances, and subject to the rule stated in [R2C § 49], an offer sent by mail is seasonably accepted if an acceptance is mailed at any time before midnight on the day on which the offer is received.
R2d38: Rejection: (1) An offeree's power of acceptance is terminated by his rejection of the offer, unless the offeror has manifested a contrary intention. (2) A manifestation of intention not to accept an offer is a rejection unless the offeree manifests an intention to take it under further advisement.
R2d: Counter-Offers: (1) A counter-offer is an offer made by an offeree to his offeror relating to the same matter as the original offer and proposing a substituted bargain differing from that proposed by the original offer. (2) An offeree's power of acceptance is terminated by his making of a counter-offer, unless the offeror has manifested a contrary intention or unless the counter-offer manifests a contrary intention of the offeree.
R2d42: Revocation by Communication From Offeror Received by Offeree: An offeree's power of acceptance is terminated when the offeree receives from the offeror a manifestation of an intention not to enter into the proposed contract.
R2d43: Indirect Communication of Revocation: An offeree's power of acceptance is terminated when the offeror takes definite action inconsistent with an intention to enter into the proposed contract and the offeree acquires reliable information to that effect.
R2d46: Revocation of General Offer: Where an offer is made by advertisement in a newspaper or other general notification to the public or to a number of persons whose identity is unknown to the offeror, the offeree's power of acceptance is terminated when a notice of termination is given publicity by advertisement or other general notification equal to that given to the offer and no better means of notification is reasonably available.
Option contracts cannot be revoked or terminated by rejection or counter-offer. It lapses according to the terms of the option contract.
R2d32: Invitation of Promise or Performance: In case of doubt an offer is interpreted as inviting the offeree to accept either by promising to perform what the offer requests or by rendering the performance, as the offeree chooses.
R2d62: Effect of Performance by Offeree Where Offer Invites Either Performance or Promise: (1) Where an offer invites an offeree to choose between acceptance by promise and acceptance by performance, the tender or beginning of the invited performance or a tender of a beginning of it is an acceptance by performance. (2) Such an acceptance operates as a promise to render complete performance.
R2d50: Acceptance of Offer Defined; Acceptance by Performance; Acceptance by Promise: (1) Acceptance of an offer is a manifestation of assent to the terms thereof made by the offeree in a manner invited or required by the offer. (2) Acceptance by performance requires that at least part of what the offer requests be performed or tendered and includes acceptance by a performance which operates as a return promise. (3) Acceptance by a promise requires that the offeree complete every act essential to the making of the promise.
R2d69: Acceptance by Silence or Exercise of Dominion: (1) Where an offeree fails to reply to an offer, his silence and inaction operate as an acceptance in the following cases only: (a) Where an offeree takes the benefit of offered services with reasonable opportunity to reject them and reason to know that they were offered with the expectation of compensation. (b) Where the offeror has stated or given the offeree reason to understand that assent may be manifested by silence or inaction, and the offeree in remaining silent and inactive intends to accept the offer. (c) Where because of previous dealings or otherwise, it is reasonable that the offeree should notify the offeror if he does not intend to accept. (2) An offeree who does any act inconsistent with the offeror's ownership of offered property is bound in accordance with the offered terms unless they are manifestly unreasonable. But if the act is wrongful as against the offeror it is an acceptance only if ratified by him.
R2d54: Acceptance by Performance; Necessity of Notification to Offeror: (1) Where an offer invites an offeree to accept by rendering a performance, no notification is necessary to make such an acceptance effective unless the offer requests such a notification. (2) If an offeree who accepts by rendering a performance has reason to know that the offeror has no adequate means of learning of the performance with reasonable promptness and certainty, the contractual duty of the offeror is discharged unless (a) the offeree exercises reasonable diligence to notify the offeror of acceptance, or (b) the offeror learns of the performance within a reasonable time, or (c) the offer indicates that notification of acceptance is not required.
R2d56: Acceptance by Promise; Necessity of Notification to Offeror: Except as stated in [R2C § 69] or where the offer manifests a contrary intention, it is essential to an acceptance by promise either that the offeree exercise reasonable diligence to notify the offeror of acceptance or that the offeror receive the acceptance seasonably.
R2d60: Acceptance of Offer Which States Place, Time, or Manner of Acceptance: If an offer prescribes the place, time or manner of acceptance its terms in this respect must be complied with in order to create a contract. If an offer merely suggests a permitted place, time or manner of acceptance, another method of acceptance is not precluded.
Mailbox Rule: Acceptance in a manner invited by an offer is valid as soon as it is put out of the offeree's possession as long as it is properly addressed and the proper precautions are taken, without regard to whether it ever reaches the offeror.
Restatement Second of Contracts §63: Time When Acceptance Takes Effect: Unless the offer provides otherwise, (a) an acceptance made in a manner and by a medium invited by an offer is operative and completes the manifestation of mutual assent as soon as put out of the offeree's possession, without regard to whether it ever reaches the offeror; but (b) an acceptance under an option contract is not operative until received by the offeror.
Restatement Second of Contracts §66: Acceptance Must be Properly Dispatched: An acceptance sent by mail or otherwise from a distance is not operative when dispatched, unless it is properly addressed and such other precautions taken as are ordinarily observed to insure safe transmission of similar messages.
Rejection by mail does not terminate the power of acceptance until it is received however. Restatement Second of Contracts §40: Time When Rejection or Counter-Offer Terminates the Power of Acceptance: Rejection or counter-offer by mail or telegram does not terminate the power of acceptance until received by the offeror, but limits the power so that a letter or telegram of acceptance started after the sending of an otherwise effective rejection or counter-offer is only a counter-offer unless the acceptance is received by the offeror before he receives the rejection or counter-offer.
Consideration: Consideration is a bargained-for exchange of a promise for a performance or a promise for a promise.
Consideration requires each person's promise or performance to induce the other's.
There is no requirement for the adequacy of the values exchanged, as long as it is more than a mere pretense of bargain.
Gratuitous promises, including conditional gifts are not enforceable.
Motive is not considered as long as the exchange was bargained for.
Illusory promises and alternative promises are not enforceable.
R2d77: Illusory and Alternative Promises: A promise or apparent promise is not consideration if by its terms the promisor or purported promisor reserves a choice of alternative performances unless (a) each of the alternative performances would have been consideration if it alone had been bargained for; or (b) one of the alternative performances would have been consideration and there is or appears to the parties to be a substantial possibility that before the promisor exercises his choice events may eliminate the alternatives which would not have been consideration.
R2d71: Requirement of Exchange: (1) to constitute consideration, a performance or a return promise must be bargained for. (2) A performance or return promise is bargained for if it is sought by the promisor in exchange for his promise and is given by the promisee in exchange for that promise. (3) the performance may consist of: (a) an act other than a promise, or (b) a forbearance, or (c) the creation, modification, or destruction of a legal relation. (4) the performance or return promise may be given to the promisor or to some other person. It may be given by the promisee or by some other person.
Promissory Estoppel, R2d90: (1) A promise which the promisor should reasonably expect to induce action or forbearance on the part of the promisee or a third person and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise. The remedy granted for breach may be limited as justice requires. (2) A charitable subscription or a marriage settlement is binding under Subsection (1) without proof that the promise induced action or forbearance.
Reliance, also known as promissory estoppel, requires doing something to one's own detriment due to someone else's promise. Such reliance must be reasonable.
Promissory Restitution: R2d86: Promise for Benefit Received: (1) A promise made in recognition of a benefit previously received by the promisor from the promisee is binding to the extent necessary to prevent injustice. (2) A promise is not binding under Subsection (1): (a) if the promisee conferred the benefit as a gift or for other reasons the promisor has not been unjustly enriched; or (b) to the extent that its value is disproportionate to the benefit.
Restitution must be for a material benefit, not merely a sentimental one.
Restitution is an obligation imposed by law on ground of justice and equity. Its purpose is to prevent unjust enrichment. Unlike express contracts or contracts implied in fact, restitution does not rest upon the assent of the contracting parties. Restitution is also known as "quantum meruit," "quasi-contract," and "implied in law contract."
Officious Intermeddler Doctrine: The "officious intermeddler doctrine" holds that where a person performs labor for another without the latter's request or implied consent, however beneficial such labor may be, he cannot recover therefor. An exception is that of emergency aid, where the service is needed to prevent the others' bodily harm and the helper is a doctor and therefore doesn't give the implication of gratuitousness.
Restatement Third of Restitution 1: Restitution and Unjust Enrichment: A person who is unjustly enriched at the expense of another is subject to liability in restitution.
Restatement Third of Restitution 2: Limiting Principles: (1) The fact that a recipient has obtained a benefit without paying for it does not of itself establish that the recipient has been unjustly enriched. (2) A valid contract defines the obligations of the parties as to matters within its scope, displacing to that extent any inquiry into unjust enrichment. (3) There is no liability in restitution for an unrequested benefit voluntarily conferred, unless the circumstances of the transaction justify the claimant's intervention in the absence of contract. (4) Liability in restitution may not subject an innocent recipient to a forced exchange: in other words, an obligation to pay for a benefit that the recipient should have been free to refuse.
UCC 2-314: Implied Warranty of Merchantability: (1) Unless excluded or modified (UCC 2-316), a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller is a merchant with respect to goods of that kind. Under this section the serving for value of food or drink to be consumed either on the premises or elsewhere is a sale. (2) Goods to be merchantable must be at least such as (a) pass without objection in the trade under the contract description; and (b) in the case of fungible goods, are of fair average quality within the description; and (c) are fit for the ordinary purposes for which such goods are used; and (d) run, within the variations permitted by the agreement, of even kind, quality and quantity within each unit and among all units involved; and (e) are adequately contained, packaged, and labeled as the agreement may require; and (f) conform to the promise or affirmations of fact made on the container or label if any. (g) Unless excluded or modified (UCC 2-316) other implied warranties may arise from course of dealing or usage of trade.
UCC 2-315: Implied Warranty of Fitness for a Particular Purpose: Where the seller at the time of contracting has reason to know any particular purpose for which the goods are required and that the buyer is relying on the seller's skill or judgment to select or furnish suitable goods, there is unless excluded or modified under the next section an implied warranty that the goods shall be fit for such purpose.
When boilerplate terms conflict, UCC 2-207 governs their resolution.
UCC 2-207: Additional Terms in Acceptance or Confirmation: (1) A definite and seasonable expression of acceptance or a written confirmation which is sent within a reasonable time operates as an acceptance even though it states terms additional to or different from those offered or agreed upon, unless acceptance is expressly made conditional on assent to the additional or different terms. (2) The additional terms are to be construed as proposals for addition to the contract. Between merchants such terms become part of the contract unless: (a) the offer expressly limits acceptance to the terms of the offer; (b) they materially alter it; or (c) notification of objection to them has already been given or is given within a reasonable time after notice of them is received. (3) Conduct by both parties which recognizes the existence of a contract is sufficient to establish a contract for sale although the writings of the parties do not otherwise establish a contract. In such case the terms of the particular contract consist of those terms on which the writings of the parties agree, together with any supplementary terms incorporated under any other provisions of this Act.
R2d20: Effect of Misunderstanding: (1) There is no manifestation of mutual assent to an exchange if the parties attach materially different meanings to their manifestations and (a) neither party knows or has reason to know the meaning attached by the other; or (b) each party knows or each party has reason to know the meaning attached by the other. (2) The manifestations of the parties are operative in accordance with the meaning attached to them by one of the parties if (a) that party does not know of any different meaning attached by the other, and the other knows the meaning attached by the first party; or (b) that party has no reason to know of any different meaning attached by the other, and the other has reason to know the meaning attached by the first party.
R2d21: If both parties manifest assent to a contract, that contract is binding even if they intend to prepare and adopt a written memorial thereof (write it more formally later).
R2d27: Existence of Contract Where Written Memorial is Contemplated: Manifestations of assent that are in themselves sufficient to conclude a contract will not be prevented from so operating by the fact that the parties also manifest an intention to prepare and adopt a written memorial thereof; but the circumstances may show that the agreements are preliminary negotiations.
A defense to mutual assent is mistake. R2d151: Mistake Defined: A mistake is a belief that is not in accord with the facts.
R2d152: When Mistake of Both Parties Makes a Contract Voidable: (1) Where a mistake of both parties at the time a contract was made as to a basic assumption on which the contract was made has a material effect on the agreed exchange of performances, the contract is voidable by the adversely affected party unless he bears the risk of the mistake under the rule stated in R2C § 154. (2) In determining whether the mistake has a material effect on the agreed exchange of performances, account is taken of any relief by way of reformation, restitution, or otherwise.
R2d153: When Mistake of One Party Makes a Contract Voidable: Where a mistake of one party at the time a contract was made as to a basic assumption on which he made the contract has a material effect on the agreed exchange of performances that is adverse to him, the contract is voidable by him if he does not bear the risk of the mistake under the rule stated in R2C § 154, and (a) the effect of the mistake is such that enforcement of the contract would be unconscionable, or (b) the other party had reason to know of the mistake or his fault caused the mistake.
R2d154: When a Party Bears the Risk of a Mistake: A party bears the risk of a mistake when (a) the risk is allocated to him by agreement of the parties, or (b) he is aware, at the time the contract is made, that he has only limited knowledge with respect to the facts to which the mistake relates but treats his limited knowledge as sufficient, or (c) the risk is allocated to him by the court on the ground that it is reasonable in the circumstances to do so.
R2d157: Effect of Fault of Party Seeking Relief: A mistaken party's fault in failing to know or discover the facts before making the contract does not bar him from avoidance or reformation under the rules stated in this Chapter, unless his fault amounts to a failure to act in good faith and in accordance with reasonable standards of fair dealing.
R2d159: Misrepresentation Defined: A misrepresentation is an assertion that is not in accord with the facts.
R2d160: When Action is Equivalent to an Assertion (Concealment): Action intended or known to be likely to prevent another from learning a fact is equivalent to an assertion that the fact does not exist.
R2d161: When Non-Disclosure is Equivalent to an Assertion: A person's non-disclosure of a fact known to him is equivalent to an assertion that the fact does not exist in the following cases only: (a) where he knows that disclosure of the fact is necessary to prevent some previous assertion from being a misrepresentation or from being fraudulent or material. (b) where he knows that disclosure of the fact would correct a mistake of the other party as to a basic assumption on which that party is making the contract and if non-disclosure of the fact amounts to a failure to act in good faith and in accordance with reasonable standards of fair dealing. (c) where he knows that disclosure of the fact would correct a mistake of the other party as to the contents or effect of a writing, evidencing or embodying an agreement in whole or in part. (d) where the other person is entitled to know the fact because of a relation of trust and confidence between them.
R2d162: When a Misrepresentation is Fraudulent or Material: (1) A misrepresentation is fraudulent if the maker intends his assertion to induce a party to manifest his assent and the maker (a) knows or believes that the assertion is not in accord with the facts, or (b) does not have the confidence that he states or implies in the truth of the assertion, or (c) knows that he does not have the basis that he states or implies for the assertion. (2) A misrepresentation is material if it would be likely to induce a reasonable person to manifest his assent, or if the maker knows that it would be likely to induce the recipient to do so.
R2d163: When a Misrepresentation Prevents Formation of a Contract: If a misrepresentation as to the character or essential terms of a proposed contract induces conduct that appears to be a manifestation of assent by one who neither knows nor has reasonable opportunity to know of the character or essential terms of the proposed contract, his conduct is not effective as a manifestation of assent.
R2d164: When a Misrepresentation Makes a Contract Voidable: (1) If a party's manifestation of assent is induced by either a fraudulent or a material misrepresentation by the other party upon which the recipient is justified in relying, the contract is voidable by the recipient. (2) If a party's manifestation of assent is induced by either a fraudulent or a material misrepresentation by one who is not a party to the transaction upon which the recipient is justified in relying, the contract is voidable by the recipient, unless the other party to the transaction in good faith and without reason to know of the misrepresentation either gives value or relies materially on the transaction.
R2d167: When a Misrepresentation Is an Inducing Cause: A misrepresentation induces a party's manifestation of assent if it substantially contributes to his decision to manifest his assent.
R2d168: Reliance on Assertions of Opinion: (1) An assertion is one of opinion if it expresses only a belief, without certainty, as to the existence of a fact or expresses only a judgment as to quality, value, authenticity, or similar matters. (2) If it is reasonable to do so, the recipient of an assertion of a person's opinion as to facts not disclosed and not otherwise known to the recipient may properly interpret it as an assertion (a) that the facts known to that person are not incompatible with his opinion, or (b) that he knows facts sufficient to justify him in forming it.
R2d169: When Reliance on an Assertion of Opinion is Not Justified: To the extent that an assertion is one of opinion only, the recipient is not justified in relying on it unless the recipient (a) stands in such a relation of trust and confidence to the person whose opinion is asserted that the recipient is reasonable in relying on it, or (b) reasonably believes that, as compared with himself, the person whose opinion is asserted has special skill, judgment or objectivity with respect to the subject matter, or (c) is for some other special reason particularly susceptible to a misrepresentation of the type involved.
R2d172: When Fault Makes Reliance Unjustified: A recipient's fault in not knowing or discovering the facts before making the contract does not make his reliance unjustified unless it amounts to a failure to act in good faith and in accordance with reasonable standards of fair dealing.
R2d174: When Duress by Physical Compulsion Prevents Formation of a Contract: If conduct that appears to be a manifestation of assent by a party who does not intend to engage in that conduct is physically compelled by duress, the conduct is not effective as a manifestation of assent.
R2d175: When Duress by Threat Makes a Contract Voidable: (1) If a party's manifestation of assent is induced by an improper threat by the other party that leaves the victim no reasonable alternative, the contract is voidable by the victim.
If a party's manifestation of assent is induced by one who is not a party to the transaction, the contract is voidable by the victim unless the other party to the transaction in good faith and without reason to know of the duress either gives value or relies materially on the transaction.
R2d176: When a Threat is Improper: (1) A threat is improper if (a) what is threatened is a crime or a tort, or the threat itself would be a crime or a tort if it resulted in obtaining property, (b) what is threatened is a criminal prosecution, (c) what is threatened is the use of civil process and the threat is made in bad faith, or (d) the threat is a breach of the duty of good faith and fair dealing under a contract with the recipient. (2) A threat is improper if the resulting exchange is not on fair terms, and (a) the threatened act would harm the recipient and would not significantly benefit the party making the threat, (b) the effectiveness of the threat in inducing the manifestation of assent is significantly increased by prior unfair dealing by the party making the threat, or (c) what is threatened is otherwise a use of power for illegitimate ends.
R2d177: When Undue Influence Makes a Contract Voidable: (1) Undue influence is unfair persuasion of a party who is under the domination of the person exercising the persuasion or who by virtue of the relation between them is justified in assuming that that person will not act in a manner inconsistent with his welfare. (2) If a party's manifestation of assent is induced by undue influence by the other party, the contract is voidable by the victim. (3) If a party's manifestation of assent is induced by one who is not a party to the transaction, the contract is voidable by the victim unless the other party to the transaction in good faith and without reason to know of the undue influence either gives value or relies materially on the transaction.
Unconscionability must be assessed at the time the contract is made. Must have procedural unconscionability and substantive unconscionability. Majority rule is that the two elements need not have equal effect but work together, creating a "sliding scale" of unconscionability.
Procedural unconscionability is unfairness in the formation of the contract because of unequal bargaining power.
Substantive unconscionability is indicated by excessively disproportionate terms that "shock the conscience."
R2d208: Restitution Where Party Withdraws or Situation is Contrary to Public Interest: If a contract or term thereof is unconscionable at the time the contract is made a court may refuse to enforce the contract, or may enforce the remainder of the contract without the unconscionable term, or may so limit the application of any unconscionable term as to avoid any unconscionable result.
UCC 2-302: Unconscionable Contract or Clause: (1) If the court as a matter of law finds the contract or any clause of the contract to have been unconscionable at the time it was made the court may refuse to enforce the contract, or it may enforce the remainder of the contract without the unconscionable clause, or it may so limit the application of any unconscionable clause as to avoid any unconscionable result. (2) When it is claimed or appears to the court that the contract or any clause thereof may be unconscionable the parties shall be afforded a reasonable opportunity to present evidence as to its commercial setting, purpose and effect to aid the court in making the determination.
R2d211(3): Standardized Agreements: Where the other party has reason to believe that the party manifesting such assent would not do so if he knew that the writing contained a particular term, the term is not part of the agreement.]
R2d12: Capacity to Contract: (1) No one can be bound by contract who has not legal capacity to incur at least voidable contractual duties. Capacity to contract may be partial and its existence in respect of a particular transaction may depend upon the nature of the transaction or upon other circumstances. (2) A natural person who manifests assent to a transaction has full legal capacity to incur contractual duties thereby unless he is (a) under guardianship, or (b) an infant, or (c) mentally ill or defective, or (d) intoxicated.
R2d14: Infants: Unless a statute provides otherwise, a natural person has the capacity to incur only voidable contractual duties until the beginning of the day before the person's eighteenth birthday.
R2d15: Inacpacity Mental Illness or Defect: (1) A person incurs only voidable contractual duties by entering into a transaction if by reason of mental illness or defect (a) he is unable to understand in a reasonable manner the nature and consequences of the transaction, or (b) he is unable to act in a reasonable manner in relation to the transaction and the other party has reason to know of his condition. (2) Where the contract is made on fair terms and the other party is without knowledge of the mental illness or defect, the power of avoidance under Subsection (1) terminates to the extent that the contract has been so performed in whole or in part or the circumstances have so changed that avoidance would be unjust. In such a case a court may grant relief as justice requires.
R2d16: Intoxicated Persons: A person incurs only voidable contractual duties by entering into a transaction if the other party has reason to know that by reason of intoxication (a) he is unable to understand in a reasonable manner the nature and consequences of the transaction, or (b) he is unable to act in a reasonable manner in relation to the transaction.
R2d178: When a Term is Unenforceable on Grounds of Public Policy: (1) A promise or other term of an agreement is unenforceable on grounds of public policy if legislation provides that it is unenforceable or the interest in its enforcement is clearly outweighed in the circumstances by a public policy against the enforcement of such terms. (2) In weighing the interest in the enforcement of a term, account is taken of (a) the parties' justified expectations,(b) any forfeiture that would result if enforcement were denied, and (c) any special public interest in the enforcement of the particular term. (3) In weighing a public policy against enforcement of a term, account is taken of (a) the strength of that policy as manifested by legislation or judicial decisions, (b) the likelihood that a refusal to enforce the term will further that policy, (c) the seriousness of any misconduct involved and the extent to which it was deliberate, and (d) the directness of the connection between that misconduct and the term.
R2d198: Restitution in Favor of Party Who is Excusably Ignorant or Is Not Equally in the Wrong: A party has a claim in restitution for performance that he has rendered under or in return for a promise that is unenforceable on grounds of public policy if (a) he was excusably ignorant of the facts or of legislation of a minor character, in the absence of which the promise would be enforceable, or (b) he was not equally in the wrong with the promisor.
R2d199: Restitution Where Party Withdraws or Situation is Contrary to Public Interest: A party has a claim in restitution for performance that he has rendered under or in return for a promise that is unenforceable on grounds of public policy if he did not engage in serious misconduct and (a) he withdraws from the transaction before the improper purpose has been achieved, or (b) allowance of the claim would put an end to a continuing situation that is contrary to the public interest.
R2d347: Formula For Expectation Damages: Measure of Damages in General: "Subject to the limitations stated in R2d350, 351, 352, and 353, the injured party has a right to damages based on his expectation interest as measured by the loss in the value to him of the other party's performance caused by its failure or deficiency, plus any other loss, including incidental or consequential loss, caused by the breach, less any cost or other loss that he has avoided by not having to perform.
Consequential or Incidental Damages are subject to certain requirements and limitations, including: (a) the requirement that damages be reasonably foreseeable (breaching party had reason to foresee the harm as a probable result at the time of the contract), (b) the harm must be measured with reasonable certainty (the amount of damages cannot be speculative); and (c) the duty to mitigate damages (damages may not be recovered to the extent that they could have been avoided or minimized by reasonable efforts)
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The extraordinary complexity of modern communication often surprises individuals who underestimate how rapidly information travels across numerous digital platforms. While people continuously adapt to ever-changing technologies, many still struggle to maintain accuracy, clarity, and consistency in their written expressions. Consequently, even a minor typographical error can completely alter the interpretation of a message, leading to misunderstandings that could have been avoided with careful attention. Moreover, the pressure to respond instantly encourages hurried typing, which further increases mistakes. Therefore, developing strong typing discipline, along with patience and precision, becomes essential for anyone aiming to communicate effectively in a fast-paced environment where every character matters.
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people "The all." Oscar Wilde works, "The Earnest".
people "The all. " Oscar Wilde works, "The Earnest".
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