Formation

Mutual Assent (Offer & Acceptance)

Mutual assent reflects the meeting of the minds necessary for an enforceable contract. It centers on clear, outward expressions of agreement, typically through an offer and a corresponding acceptance. In this subtopic, you will find:

• The nature of an Offer (vs. Preliminary Negotiations), focusing on how courts discern true offers from mere invitations to negotiate.

• Ways an offer can cease to exist, discussed in Termination of Offer (Revocation, Rejection, etc.).

• The principles of Acceptance (Mailbox Rule, Mirror Image Rule), demonstrating how and when an offeree’s manifestation of agreement concludes the deal.

These concepts collectively ensure that both parties have exchanged clear and mutual signals of intent.

Consideration (Bargained-for Exchange)

Consideration is what each party gives or promises to give to the other, as part of their bargain. It establishes that a contract is more than a mere gratuitous promise. This subtopic explores:

• Adequacy of Consideration, examining whether the promised exchange must be of equal or comparable value.

• Promissory Estoppel (Substitute for Consideration), where a unilateral promise may still be enforceable if the promisee justifiably relies on it.

• Pre-existing Duty Rule & Modifications, assessing how existing obligations and subsequent alterations to a contract impact the sufficiency of consideration.

Through these doctrines, consideration ensures that each party confers a tangible or promised benefit to the other, reinforcing the mutuality of contract formation.

Together, these elements of mutual assent and consideration form the backbone of every enforceable contract. Each subtopic delves deeper into the rules, exceptions, and policy considerations that shape effective and legally binding agreements.