Broadcasting Law: Enforcing Contractual Obligations PDF

BROADCASTING LAW: WELCOME! Enforcing Contractual Obligations  2. Lecture Overview 1. Introduction 2. Story So Far … 3. Factors Influencing Enforcing a CT Mistake Misrepresentation Duress Undue Influence 4. Defining Privity + Assignment 5. Termination of...

BROADCASTING LAW: WELCOME! Enforcing Contractual Obligations  2. Lecture Overview 1. Introduction 2. Story So Far … 3. Factors Influencing Enforcing a CT Mistake Misrepresentation Duress Undue Influence 4. Defining Privity + Assignment 5. Termination of CT Breach of Contract & Remedies 6. Final Thoughts  3. Contractual “CT” Disputes Valid + enforceable CT must comply with 5/6 elements Factors influencing ability to enforce CT  Any of 4 factors present prior/ at time CT was concluded will influence ability to enforce CT 1.Mistake: ‘Misunderstanding’ re quality/type of product 2.Misrepresentation: ‘Lied’ about product: Innocent or Intentional or Negligent 3.Duress: ‘Pressured’ / ‘Threatened’ to conclude contract 4.Undue Influence: Special relationship that influenced ability of one party to agree to conclude contract [1-side mistake] 4. One-Sided Mistake (Unilateral: 1 Party Only) 5. One-Sided Mistake ‘ MisT’: Defence is ‘NEF’ Rare! 6. Shared / Common Mistake 9. Interpretation of Contract (CT)  Concluding a CT because of coercion Threats may be of violence/ financial/ economic pressure E.g.: Threats of violence re person or goods / Disclosure sensitive info E.g.: A tells B: Give me the role or I’ll disclose your tax evasion E.g.: A tells B: Give me a glowing reference or I’ll ruin your career via … Threat may come from non-party to CT May be against you, family, property or business Contract is usually voidable + may also be crime Contract is Voidable Not Void Remedy is Rescission (cancel CT) [undue influence]  Abuse of trust relationship CT voidable Undue influence: Presumed in certain relationships – Lawyers, doctors, trustees, guardians, religious advisors, adult children with aging parents – Re Lawyers doing business with client: Advice client/family to obtain indept. advice – Presumption may be rebutted by evidence Prove? 1 CP has Close Rel. +Vulnerable + Other CP is Dominant E.g.: A’s therapist convinced client to invest in new production of brother. A cannot really afford investment but did not want to disappoint therapist. Signed CT; 1 month later A wants to rescind CT. Status of CT? Voidable [unconsc]  Taking advantage of vulnerable person’s situation E.g.: poverty, mental impairment (short of incapacity) Bargaining positions of parties unequal/ CT grossly unfair to victim Judge may set aside or modify CT  UnC if: CPs Unequal + 1 CP in position to dominate + Taken advantage of + Unfair consideration received E.g.: A has No credit history + Unable to buy fridge via monthly increments; B Prepared to ‘help’ but A must pay $5K @ 24 months for 5y fridge valued at $500. CT concluded: A paid $250 p/m + interest; paid for 2 months. Stopped paying. B to Court. Is CT UnC? Yes  CT is Voidable: Rescind or judge may modify terms [privity] Transferring a benefit under a contract to a third party 19. Performance 20. Performance ‘PerF’: Examples 21. Breach of Contract ‘BOC’ 22. Minor Breach of Contract Frustration? Performance of CT becomes impossible Supervening event rendered performance impossible or CT’s purpose /substance no longer possible/has been fundamentally changed E.g.: Concert Hall burns down prior to Concert / Field of Tulips flooded after CT concluded as to provide Whole Foods with Pink Tulips E.g.: Rezoning of ground by Govt. after CT concluded development of golf estate E.g.: Actor killed in accident before movie completed / Concluded employment CT as cook but restaurant closed due to mandatory COVID-19 restrictions May determine responsibility for loss via contractual term Force Majeure? “Act of God”: Frees both parties from liability BUT: Parties may assign loss via contractual terms [self-induced frustration]  26. Agreement Agreed-upon Method to Terminate CT is Effective to End CT 1 of CPs may Rescind or both CPs via Mutual Agreement Mutual Rescission: Must conclude New CT E.g.: A bought Canon production camera from AV Shop; Receipt: Camera must be returned within 30 days. A used camera during pre- shooting exercise; Too complicated to figure out. A entitled to rescind sales contract? Yes Rescind: Both parties placed in Pre-Contractual Position Mutual Rescission: A returns Canon camera + buys Panasonic camera instead ($1K less); Must conclude new sales CT [conditions: precedent /subsequent]  27 Agreement: Inclusion of Contractual Conditions 29. Remedies for Breach of CT  31. Final Thoughts “They're certainly entitled to think that, and they're entitled to full respect for their opinions... but before I can live with other folks, I’ve got to live with myself. The one thing that doesn't abide by majority rule is a person's conscience.” - Harper Lee: To Kill a Mockingbird