§ 63 — Restatement (Second) of Contracts

Acceptance becomes effective once it leaves the offeree’s possession if the medium used is invited by the offer. This is the American formulation of the mailbox rule. — MAILBOX RULE (US)

§ 25 — Restatement (Second) of Contracts

Defines an option contract as a promise that satisfies the requirements of contract formation and limits the offeror’s ability to revoke an offer. — OPTION CONTRACTS (US)

§ 87 — Restatement (Second) of Contracts

An offer may become binding as an option contract if it is written and signed with stated consideration or if reliance makes enforcement necessary. — OPTION CONTRACTS / RELIANCE (US)

§ 2-205 — Uniform Commercial Code

Merchant firm offers for sale of goods remain irrevocable for a reasonable time (max 3 months) if made in signed writing stating they will be held open. — FIRM OFFERS (UCC)

§145-147 — German Civil Code (BGB)

An offer becomes binding once made unless the offeror excludes this intention. Acceptance must occur immediately if made in person or within a reasonable time if made to someone absent. — OFFER BINDINGNESS (GERMANY)

Articles 1115-1118 — French Civil Code

Regulate withdrawal of offers and formation of contracts: an offer can be withdrawn before it reaches the offeree but not during the stated or reasonable period after receipt. Early withdrawal may create liability for reliance damages. — OFFER & ACCEPTANCE (FRANCE)

Article 1104 — French Civil Code

Contracts must be negotiated, formed, and performed in good faith; this rule is mandatory and cannot be excluded by agreement. — GOOD FAITH PRINCIPLE (FRANCE)

Article 1112 — French Civil Code

Parties are free to negotiate and terminate negotiations but must act in good faith. Bad-faith negotiations create liability for reliance damages. — PRE-CONTRACTUAL LIABILITY (FRANCE)

Articles 1130-1135 — French Civil Code

Consent is invalidated by mistake, fraud, or duress if decisive. Mistake must concern essential qualities of the performance or party and must not be inexcusable. — DEFECTS OF CONSENT (FRANCE)

§119 — German Civil Code (BGB)

A declaration of will can be voided if made under error about its content or about essential characteristics of a person or thing. — VOIDABILITY FOR ERROR (GERMANY)

§152 — Restatement (Second) of Contracts

A contract is voidable when both parties share a mistake about a basic assumption that materially affects the exchange unless risk is allocated to the affected party. — MUTUAL MISTAKE (US)

§2-302 — Uniform Commercial Code

Courts may refuse to enforce contracts or clauses that are unconscionable, modify them, or remove the unfair term. — UNCONSCIONABILITY (US)

§208 — Restatement (Second) of Contracts

Courts may refuse to enforce contracts or terms that were unconscionable when made, reflecting both procedural and substantive unfairness. — UNCONSCIONABILITY (US)

§138 — German Civil Code (BGB)

Transactions contrary to good morals are void, including agreements where one party exploits another’s distress or weakness to obtain disproportionate advantage. — GOOD MORALS / USURY (GERMANY)

Articles 1106 & 1168 — French Civil Code

Define synallagmatic and unilateral contracts and state that lack of equivalence between performances does not normally invalidate a contract. — FAIRNESS / CONTRACT STRUCTURE (FRANCE)

Articles 1674 & 1681 — French Civil Code

Allow rescission of real estate sales where the seller received less than five-twelfths of the property’s value and regulate remedies. — LESION IN PROPERTY SALES (FRANCE)

Articles 1136-1143 — French Civil Code

Define mistake about value, fraud, and duress including exploitation of dependency. — FRAUD & DURESS (FRANCE)

Article 1170 — French Civil Code

Contract clauses depriving a debtor’s essential obligation of its substance are deemed unwritten and unenforceable. — ESSENTIAL OBLIGATION (FRANCE)

Article 1171 — French Civil Code

Standard-form contract clauses creating significant imbalance between parties are deemed unwritten. — UNFAIR TERMS (FRANCE)

§307 — German Civil Code (BGB)

Standard contract terms are invalid if they unreasonably disadvantage the other party or contradict fundamental statutory principles. — CONTROL OF STANDARD TERMS (GERMANY)

§359,§369 — Restatement (Second) of Contracts

Specific performance is unavailable if monetary damages adequately protect the expectation interest + list of factors — SPECIFIC PERFORMANCE LIMIT (US)

Article 1217 — French Civil Code

A creditor may choose among remedies including suspension, specific performance, price reduction, termination, and damages. — REMEDIES FOR NON-PERFORMANCE (FRANCE)

Article 1221 — French Civil Code

Specific performance may be ordered unless impossible or disproportionately costly for the debtor compared to creditor’s interest. — SPECIFIC PERFORMANCE LIMIT (FRANCE)

§241 — German Civil Code (BGB)

Obligations create a right for the creditor to demand performance from the debtor. — RIGHT TO PERFORMANCE (GERMANY)

§347 — Restatement (Second) of Contracts

Expectation damages equal the value of promised performance plus consequential loss minus costs avoided by the injured party. — EXPECTATION DAMAGES (US)

Article 1231-2 — French Civil Code

Damages generally compensate both actual loss and lost profit resulting from non-performance. — COMPENSATORY DAMAGES (FRANCE)

§249 — German Civil Code (BGB)

Compensation must restore the injured party to the position that would have existed without the harmful event. — FULL RESTITUTION PRINCIPLE (GERMANY)

§356 — Restatement (Second) of Contracts

Liquidated damages clauses are enforceable only if reasonable relative to anticipated or actual loss; excessive amounts are treated as penalties and invalid. — LIQUIDATED DAMAGES (US)

Article 1231-5 — French Civil Code

Contractual clauses fixing damages are binding and set the amount owed upon breach. — PENALTY CLAUSE (FRANCE)

§340 & §343 — German Civil Code (BGB)

A contractual penalty may be demanded for breach but courts may reduce it if the amount is disproportionately high. — CONTRACTUAL PENALTIES (GERMANY)

Article 1231-3 — French Civil Code

Damages are limited to those foreseen or foreseeable at the time of contract unless breach involves intentional or gross fault. — FORESEEABILITY (FRANCE)

§351 — Restatement (Second) of Contracts

Damages are limited to losses that were foreseeable as a probable result of breach at the time of contracting. — FORESEEABILITY LIMIT (US)

§254 — German Civil Code (BGB)

Compensation is reduced when the injured party contributed to the damage or failed to warn about unusually high risks. — CONTRIBUTORY FAULT (GERMANY)