Louisiana Law School 1L Study Guide for Contracts

Louisiana Law School 1L Study Guide for Contracts

Introduction to Contracts in Louisiana

Louisiana law is unique in that it follows a civil law system for state law matters, rather than the common law that is in force in the other states. It is heavily influenced by the French Napoleonic Code. This means that, particularly for contracts, the Louisiana Civil Code (LCC) provisions take precedence.

Formation of Contracts

• Offer and Acceptance (LCC Art. 1927): A contract is formed by the consent of the parties established through offer and acceptance. An offer is a proposal by one party that is sufficiently definite and indicates the intention of the offeror to be bound in case of acceptance.

• Capacity (LCC Art. 1918): Parties must have the capacity to contract, which generally means they must be of a certain age (18, in Louisiana) and of sound mind.

• Consideration (LCC Art. 1966): Louisiana contracts do not require consideration as in common law. Instead, the cause of the contract, which is the reason why a party obligates himself, is important.

Obligations and Types of Contracts

• Obligations (LCC Art. 1756): An obligation is a legal relationship whereby a person is bound to render a performance in favor of another.

• Bilateral and Unilateral Contracts (LCC Art. 1757 and 1758): In a bilateral contract, the parties mutually obligate themselves to one another. In a unilateral contract, one party obliges himself to another without any obligation on the latter’s part.

Vices of Consent

• Error, Fraud, and Duress (LCC Art. 1948, 1953, and 1958): Contracts can be nullified if consent was given by error, procured by fraud, or extorted by duress.

Contract Interpretation

• Interpretation Rules (LCC Art. 2046): The common intention of the parties is sought whenever there is doubt about the parties’ intentions in a contract.

Sale and Lease

• Sale (LCC Art. 2439): A contract of sale is a contract whereby a person transfers ownership of a thing to another for a price in money.

• Leases (LCC Art. 2668): Lease contracts pertain to movable or immovable property and require the lessor to deliver the thing to the lessee, among other obligations.

Performance, Breach, and Remedies

• Performance (LCC Art. 1983): The obligor is bound to perform the obligation precisely as it has been agreed upon.

• Damages (LCC Art. 1994): If an obligor fails to perform, he is liable for damages caused by his failure to perform.

• Specific Performance (LCC Art. 1986): Courts may compel specific performance of the obligation if it is possible and there is no adequate remedy.

Case Law

While the Louisiana Civil Code is the primary source of law for contracts, case law provides interpretation and application. Below are a few landmark decisions, analyzed using the IRAC format (Issue, Rule, Application, Conclusion):

1. Aguillard v. Auction Management Corp, 908 So.2d 1 (La. 2005)
   • Issue: Whether an auction sale contract was perfected despite the auctioneer’s argument that the bid was not accepted.
   • Rule: Under LCC Art. 2444, a sale by auction is perfected when the auctioneer announces the completion of the sale.
   • Application: The auctioneer’s announcement indicated that the sale was complete, despite no explicit acceptance of the bid.
   • Conclusion: The sale was perfected, and the auctioneer was bound by the contract.
2. Boudreaux v. Cummings, 167 So.3d 559 (La. 2015)
   • Issue: Whether a contract was null due to a mistake concerning a cause of the obligation.
   • Rule: According to LCC Art. 1949, a contract is null when the cause does not exist at the time the contract is made.
   • Application: The court found that the mistake was of such nature that the contract would not have been made if the cause had been known.
   • Conclusion: The contract was null and did not bind the parties.
3. Smith v. Roberts, 619 So.2d 1235 (La. 1993)
   • Issue: Was specific performance an appropriate remedy for the breach of contract?
   • Rule: LCC Art. 1986 allows for specific performance as a remedy when damages would be inadequate.
   • Application: The unique nature of the property involved meant that damages would not sufficiently compensate the buyer.
   • Conclusion: The court ordered specific performance, compelling the seller to comply with the contract.

Preparing for the Final Exam

When studying for your final exam in Louisiana Contracts, focus on:

• Understanding and applying the articles of the Louisiana Civil Code.
• Knowing how to interpret contracts in line with Louisiana law principles.
• Familiarizing yourself with the unique aspects of Louisiana contract law, such as the concept of ’cause’ rather than ‘consideration.’
• Analyzing case law to see how courts interpret and apply the Civil Code.
• Practicing writing answers in the IRAC format.

Reviewing class notes, reading assigned cases, and discussing tricky concepts with classmates or professors can also help in preparing for the exam. Remember that the Civil Code articles and the interpretation by the courts are your primary sources of information.