Contracts in Context: From Transaction to Litigation, Second Edition

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Contracts in Context: From Transaction to Litigation, covers contract law from a transactional perspective, including:

• A contract’s structure and terms,
• Contract formation legal requirements, and
• The negotiation, drafting, and performance of contracts, as well as the litigation of contracts, including a review of a contract’s interpretation, enforcement, and remedies.

Contracts in Context: From Transaction to Litigation explores why parties enter into contracts, how written contracts are customarily structured, and how and why parties use contract design and terms to achieve their goals. The book is unique because it introduces students to customary contract provisions, and walks students through the lifecycle of a contract, including (i) pre-formation activities such as due diligence, preliminary negotiations, and contract drafting, (ii) contract formation, performance, and amendment, and (iii) dispute activities, such as interpretation, enforcement, defenses, and remedies. The book explores how parties “contract around” default requirements of the law, in addition to satisfying mandatory aspects of the law, through contracts. The book describes the role of both the transactional lawyer and litigator in working with contracts. It presents much of the material in expository fashion rather than only or primarily through cases. This allows students to learn the doctrine more easily. It also allows for more time on applying the law to new situations. The book challenges students to apply contract law through transactional and litigation practice and simulation problems, which are adaptable to the classroom and asynchronous setting.

New to the Second Edition:

• Additional materials covering the professional identities of attorneys, in addition to their professional responsibilities.
• Revised practice problems for students to apply the contract law doctrine and private ordering principles they have learned.
• Expanded discussion of the role of contracts and contract law in widening and correcting power imbalances.
• Several new cases to enhance the learning experience.

Professors and students will benefit from:

• Material presented on contract design and terms so that students understand how contracts are used in practice by businesspersons and how contract law supports this private ordering.
• Many examples of contract language to demonstrate why and how parties customize contracts to further their goals.
• Discussion of the role of the transactional lawyer in working with contracts so that students can begin to develop important transactional skills and wrestle with some of the professional dilemmas transactional lawyers frequently face.
• Explanations of contract law and other material presented through expository text to give students a more comprehensive and clearer view of what limits the law imposes on their private ordering through contracts and which requirements can be contracted around.
• A large set of problems, many of which involve tasks assigned to new transactional lawyers and litigators, to allow students to learn the material through active participation and critical thinking.