Text I The Contract
-To learn the definition, types and basic elements of contracts
Text II Property
-To learn about the distinction between real property and personal property
Text III Case Reading
-To read a case related to property law

Terms: the nonbreaching / innocent / injured / wronged / aggrieved party, the breaching / guilty / non-performing party, the party in breach, compensatory / general damages, specific performance, party autonomy, counter-offer, mirrorimage rule, bilateral contract cf. unilateral contract, express contract cf. implied-in-fact contract (implied contract) cf. implied-in-law contract (quasi-contract), valid contract cf. void contract cf. voidable contract, enforceable contract cf. unenforceable contract, formal contract cf. informal / simple contract, written contract cf. oral contract, executed contract cf. executory contract

Outline of Text I
Ⅰ (para. 1-4) What is a contract: definition, core of most contracts (consideration) and other general aspects of contracts
Ⅱ Written contracts
• A. (para. 5) Definition
• B. (para. 6-10) The advantages of written contracts over oral contracts
Ⅲ Who can enter into contracts
• A. (para. 11) Legal capacity of natural persons to enter into contracts: minor and the mentally incompetent
• B. (para. 12-13 ） Legal capacity of juristic / artificial persons / body corporate to enter into contracts
• C. (para. 14-21) Formation of contract: offer, acceptance and counter-offer
Ⅳ (para. 22-25) Consideration: not required in all contracts in present contract law
Ⅴ (para. 26-32) Typical contract provisions: 5 common terms

Terms the nonbreaching / innocent / injured / wronged / aggrieved party the breaching / guilty / non-performing party, the party in breach compensatory / general damages
( 补偿性 / 一般赔偿金 common law remedy ） specific performance
( 依约 / 实际 / 特定 / 强制履行 equitable remedy) party autonomy 当事人意思自治

counter-offer 反要约 mirror-image rule 镜像规则

4 requirements of an enforceable contract
1.
There must be an agreement between the parties: both parties come to a “ meeting of minds ” ( 合意 ) i.e. mutual consent, no fraud or duress
2.
There must be consideration to support a contractual claim (for most contracts, there needs to be a consideration: consideration defined as a bargained-for exchange, understood in a formula
“ benefit-detriment ” )
3.
There must be two or more parties who have the legal capacity to contract: minor and the insane are presumed to lack the requisite capacity to contract
4.
The legal purpose for concluding a contract must be consistent with law and sound public policy ( 公
共政策、公序良俗 )

When does an acceptance (in writing) enter into force?
-civil law: when the letter of acceptance gets to the offeror 到达主义
-common law: when the letter of acceptance destined for the offeror is put in the mailbox 投邮主义、邮箱规则

Classification of contracts
1. *bilateral contract: an exchange of promises
*unilateral contract: a promise exchanged for an act of performance

Classification of contracts
2. * express contract: the parties state their agreement orally or in writing (words)
*implied-in-fact contract (implied contract): the parties manifest their agreement by conduct rather than by words
*implied-in-law contract (quasi-contract): not based on agreement and therefore not true contract; legal fictions that court use to prevent wrongdoing and the unjust enrichment of one person at the expense of another; it is merely an obligation imposed by law in order to do justice

Classification of contracts
3. *valid contract: all respects in accordance with the legal requirements for a contract
*void contract: not a contract, fail to satisfy any of the requirements for an enforceable contract
*voidable contract: in which one or more parties have the power to end the contract

Classification of contracts
4. *enforceable contract: one party is entitled to relief because of breach
*unenforceable contract: there is a defense to a contract claim that denies a party any remedy, such defenses being form (oral or written), mistake, fraud, misrepresentation, duress

Classification of contracts
5. *formal contract: contract under seal, contract of record, negotiable instrument
*informal contract: simple contract
6. *written contract
*oral contract
7. *executed contract: one that has been completely performed, under which nothing remains to be done by either party
*executory contract: something remains to be done by one or both parties

• 1. Our quotation is subject to a 10% discount or a discount of 10%
• 2. (has) entered into a cooperation agreement with a multinational corporation
• 3. is entitled to these privileges
• 4. imposed pressure on the hijackers
• 5. in exchange for temporary economic development
• 6. breaches the contract, perform/fulfill its contractual obligations

1.
所有合同义务最终会履行。在特殊情况下履行的
义务，称为解除合同，其意思是合同各方的义务
被解除。
2.
合同要求有各方签署的协议。但并不是所有的协
议都是合同。非商业性、宗教或慈善方面的协议
就不是合同，家庭成员之间的协议也是如此。
3.
All contracts should take the form of a written document signed by both parties. You do not have to hire an attorney to create a written contract. If you reach an agreement over the phone or in a meeting, write the agreement as soon as possible and have the other party sign the written memorandum.

• 4. Before you sign a contract, consider what could go wrong or what could make performance of your obligations difficult or expensive. If the actual performance is more difficult or expensive than you anticipated, that is not a valid excuse for not performing. Enter into a contract only if you believe that you can meet your obligations.
• 5. If you don ’ t understand exactly what the other party is expecting you to do, don't try to camouflage the lack of understanding by using vague language. Vague language leads to misunderstandings, disputes, and lawsuits. Use simple language that accurately expresses your agreement with the other party.

• words: acquisition (v. acquire), comprise, enjoyment, vegetation, fixture, estate, freehold, acknowledge, covenant, zoning, habitability, allor-nothing, recipient
• phrases: material cf. spiritual wealth, arise out of, in terms of, title similarities to sth., good title, bear to , liability for
• terms: real property / realty, personal property, fee simple, warranty deed, adverse possession, bailee cf. bailor / er, bailment contract, presumption of negligence, strict liability, common carrier, absolute liability

Part I Introduction
• Para. 1 Why the rules of law governing the ownership of property are important?
• Para. 2 The constitution of “ ownership ” of property both in a society without a system of laws and in an organized society
• Para. 3 A distinction between real property and personal property

Part II Real Property
• Para. 4 The constitution of real property: (1)
& (2)
• Para. 5 The four types of interests related to an estate
• Para. 6 How to conduct a sale of real property generally? (broker, buyer, seller; warranty deed)
• Para. 7 Acquisition of title to real property by adverse possession & regulations governing the ownership, use and sale of real property

Part III Personal Property
• Para. 8 Differences between real property ownership and personal property ownership & the ways to acquire personal property: a sale transaction, will, gift, occupation, finding, accession and confusion
• Para. 9-11 Bailment contract
(1) What is the essential difference between a sale of personal property and a bailment of personal property? (bailment: transfer of temporary possession, but not title to the bailee)
(2) What are the two types of bailment according to the text?

real property / realty 不动产、房地产 personal property 动产 fee simple 自由保有动产 warranty deed 担保契据 adverse possession 相反占有 bailee cf. bailor/er ( 保管 ) 受托者 / 寄托人 bailment contract 寄托合同

presumption of negligence 过失推定 strict liability 严格责任 common carrier 公共承运人 absolute liability 绝对责任

case A
• words: lot (n.), list (v.), commission, prospective, recur, rendition, contemplate
• phrases: within the meaning of, enter judgment for / against
• terms: listing contract, brokerage contract, unilateral cf. bilateral contract case B
• words: reinstate, in applicable
• phrases: go one ’ s separate ways, parcel of land, living expenses, split up, petition (the court) for review
• terms: joint tenant, partition action, implied cf. express contract

listing contract 出售土地合同（不动产代理人
和所有权人间的协议） brokerage contract 经纪合同、代理合同 unilateral cf. bilateral contract 单边 / 双边合同

joint tenant 共同合有者 , 联合所有者 partition action 分割诉讼 implied cf. express contract 默示 / 明示合同