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Author Topic: Contracts Help  (Read 1464 times)

BME_Law

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Contracts Help
« on: May 11, 2007, 12:08:09 PM »
What is a "tacit agreement"?  Even though it is rejected by the UCC in 2-715, comment 2, I still would like to know.

Our professor touched on this, but never really went over it.  There is no good definition or example anywhere.  Any help is appreciated.  Thanks in advance.

Gwiz

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Re: Contracts Help
« Reply #1 on: May 11, 2007, 12:16:28 PM »
"Tacit" means inferred or implied.  I don't know I'm an 0L. Don't ask me tough questions.   
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kilroy55

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Re: Contracts Help
« Reply #2 on: May 11, 2007, 12:25:37 PM »
What is a "tacit agreement"?  Even though it is rejected by the UCC in 2-715, comment 2, I still would like to know.

Our professor touched on this, but never really went over it.  There is no good definition or example anywhere.  Any help is appreciated.  Thanks in advance.

Well I am not sure why you are citing 2-715 since that provision deals with buyer's incidental and consequential damages, I guess since it says it rejects the tacit agreement test.  "Tacit agreement" falls under 2-303.  It is essentially an agreement implied or inferred due to course of dealings.  The realitiy of the relationship that you have built up over a course of dealings will be used to interpret the agreement.  2-715 says that consequential damages are limited to losses from general or particular requirements and needs of which the seller at the time of contracting had reason to know.  Also, the peculiar circumstances and particular needs must be made known to the seller.  In other words, consequentials really can't be based on an implied agreement.  The seller has to reasonably know.  I really don't want to get into the UCC.  My advice is don't worry about it.  Take sales or another equivalent UCC course, and you will learn all you never wanted to know about it.

Gwiz

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Re: Contracts Help
« Reply #3 on: May 11, 2007, 12:29:48 PM »
What is a "tacit agreement"?  Even though it is rejected by the UCC in 2-715, comment 2, I still would like to know.

Our professor touched on this, but never really went over it.  There is no good definition or example anywhere.  Any help is appreciated.  Thanks in advance.

Well I am not sure why you are citing 2-715 since that provision deals with buyer's incidental and consequential damages, I guess since it says it rejects the tacit agreement test.  "Tacit agreement" falls under 2-303.  It is essentially an agreement implied or inferred due to course of dealings.  The realitiy of the relationship that you have built up over a course of dealings will be used to interpret the agreement.  2-715 says that consequential damages are limited to losses from general or particular requirements and needs of which the seller at the time of contracting had reason to know.  Also, the peculiar circumstances and particular needs must be made known to the seller.  In other words, consequentials really can't be based on an implied agreement.  The seller has to reasonably know.  I really don't want to get into the UCC.  My advice is don't worry about it.  Take sales or another equivalent UCC course, and you will learn all you never wanted to know about it.
Yea!  that's what I wanted to say.
I wanna be a gunner when I grow up.