Home›Law›⚖️ Contract Law
⚖️ Law · Contract Law

Memory tricks for contract law

Contract formation, consideration, statute of frauds, breach, remedies, and UCC vs common law — contracts made memorable.

Community
📋
Contracts Forum
Ask questions · Share techniques
💬
Contracts Study Room
Live · Study together now
⚖️ Contract Law

Memory Tricks

Proven Mnemonics & Acronyms — fast to learn, hard to forget.

🎥 How Flashcards Work
A quick walkthrough of tap-to-flip, rating, and how card colors track what you're struggling with.
← Back Next →
Contract Law deck1 of 9
Tap to flip
← →
How well do YOU think you know this?
Easy Medium Hard Harder
Tap to flip back
Contract Law deck
Easy0
Medium0
Hard0
Harder0
Formation
COLACC (C=Capacity, O=Offer, L=Legality, A=Acceptance, C=Consideration, C=Consent) — six elements of contract formation
Consideration · Offer · Legality · Acceptance · Capacity · Consent
Consideration · Offer · Legality · Acceptance · Capacity · Consent
Every enforceable contract requires all six elements. Miss one and you may have no contract at all. COLACC: Consideration (something of value exchanged) · Offer · Legality (lawful purpose) · Acceptance · Capacity · Consent (genuine, no duress or fraud).
Consideration
Each party must give something of legal value — a promise, act, or forbearance. Past consideration is not valid consideration.
Offer
Definite proposal showing intent to be bound. Must have definite terms: parties, subject matter, price, quantity.
Legality
Contract must be for a lawful purpose. Contracts for illegal acts (drug deals, bribery) are void and unenforceable.
📖 Full Lesson →
Difficulty: Beginner
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Formation
COLACC
Tap to flip
🃏 Answer
COLACC (C=Capacity, O=Offer, L=Legality, A=Acceptance, C=Consideration, C=Consent) — six elements of contract formation
ConsiderationEach party must give something of legal value — a promise, act, or forbearance. Past consideration is not valid consideration.
OfferDefinite proposal showing intent to be bound. Must have definite terms: parties, subject matter, price, quantity.
LegalityContract must be for a lawful purpose. Contracts for illegal acts (drug deals, bribery) are void and unenforceable.
Tap to flip back
Offer & Acceptance
MAIL = VALID on dispatch (Mailbox Rule — acceptance by mail effective when posted, not when received)
Mailbox Rule — acceptance effective when sent, not received
Mailbox Rule — acceptance effective when sent, not received
Under the mailbox rule, acceptance is effective the moment it is sent — not when the offeror receives it. So if you mail acceptance Monday and the offeror mails a revocation Tuesday, you have a contract. Applies to acceptance only — not revocations or rejections.
Acceptance
Effective on dispatch (mailbox rule). Must use a reasonable medium of communication.
Revocation
Effective on receipt — offeror can revoke any time before acceptance is dispatched.
Rejection
Effective on receipt. If offeree rejects then tries to accept, the later acceptance is a counter-offer.
📖 Full Lesson →
Difficulty: Intermediate
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Offer & Acceptance
The Mailbox Rule — when is acceptance effective?
Tap to flip
🃏 Answer
MAIL = VALID on dispatch (Mailbox Rule — acceptance by mail effective when posted, not when received)
AcceptanceEffective on dispatch (mailbox rule). Must use a reasonable medium of communication.
RevocationEffective on receipt — offeror can revoke any time before acceptance is dispatched.
RejectionEffective on receipt. If offeree rejects then tries to accept, the later acceptance is a counter-offer.
Tap to flip back
Consideration
PBFL (P=Past consideration insufficient, B=Bargained-for exchange required, F=Forbearance counts, L=Legal value required) — consideration rules
Past · Bargained-for · Forbearance · Legal value
Past · Bargained-for · Forbearance · Legal value
Consideration must be bargained-for and have legal value — a promise, an act, or forbearance (refraining from a legal right). PBFL reminds you what counts and what doesn't: Past consideration (already done) and moral obligation are NOT valid consideration.
Bargained-for
The consideration must be sought by the promisor in exchange for their promise — not a gift or past act.
Forbearance
Giving up a legal right counts as consideration. Hamer v. Sidway — nephew's forbearance from legal activities was valid.
Past consideration
Acts already performed before the promise was made are NOT consideration — e.g., "I'll pay you for saving me last week."
📖 Full Lesson →
Difficulty: Intermediate
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Consideration
PBFL
Tap to flip
🃏 Answer
PBFL (P=Past consideration insufficient, B=Bargained-for exchange required, F=Forbearance counts, L=Legal value required) — consideration rules
Bargained-forThe consideration must be sought by the promisor in exchange for their promise — not a gift or past act.
ForbearanceGiving up a legal right counts as consideration. Hamer v. Sidway — nephew's forbearance from legal activities was valid.
Past considerationActs already performed before the promise was made are NOT consideration — e.g., "I'll pay you for saving me last week."
Tap to flip back
Defenses
FUDMI (F=Fraud, U=Undue influence, D=Duress, M=Mistake, I=Incapacity) — contract defenses
Fraud · Undue influence · Duress · Mistake · Illegality
Fraud · Undue influence · Duress · Mistake · Illegality
FUDMI covers the main defenses that knock out a contract. Fraud, duress, and undue influence make a contract voidable by the injured party. Mutual mistake and illegality can make a contract void from the start — as if it never existed.
Fraud
Intentional misrepresentation of a material fact, known to be false, relied upon to one's detriment. Voidable.
Undue influence
Improper pressure that overcomes free will — usually in confidential relationships (caregiver/elder). Voidable.
Duress
Threat of harm compelling agreement. Physical or economic duress both work. Voidable by the victim.
📖 Full Lesson →
Difficulty: Intermediate
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Defenses
FUDMI
Tap to flip
🃏 Answer
FUDMI (F=Fraud, U=Undue influence, D=Duress, M=Mistake, I=Incapacity) — contract defenses
FraudIntentional misrepresentation of a material fact, known to be false, relied upon to one's detriment. Voidable.
Undue influenceImproper pressure that overcomes free will — usually in confidential relationships (caregiver/elder). Voidable.
DuressThreat of harm compelling agreement. Physical or economic duress both work. Voidable by the victim.
Tap to flip back
Statute of Frauds
MY LEGS (M=Marriage, Y=Year, L=Land, E=Executor, G=Goods over $500, S=Surety) — Statute of Frauds categories requiring written contracts
Marriage · Year (over 1) · Land · Executor · Goods ($500+) · Surety
Marriage · Year (over 1) · Land · Executor · Goods ($500+) · Surety
MY LEGS lists the six categories of contracts that the Statute of Frauds requires to be in writing to be enforceable. Oral contracts in these categories are unenforceable — though partial performance, estoppel, and admissions are exceptions.
Marriage
Contracts made in consideration of marriage (prenuptial agreements) must be in writing.
Year
Contracts that cannot be performed within one year from formation must be written.
Land
Any contract for the sale or transfer of real property (land, buildings) requires a writing.
📖 Full Lesson →
Difficulty: Intermediate
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Statute of Frauds
Statute of Frauds — MY LEGS
Tap to flip
🃏 Answer
MY LEGS (M=Marriage, Y=Year, L=Land, E=Executor, G=Goods over $500, S=Surety) — Statute of Frauds categories requiring written contracts
MarriageContracts made in consideration of marriage (prenuptial agreements) must be in writing.
YearContracts that cannot be performed within one year from formation must be written.
LandAny contract for the sale or transfer of real property (land, buildings) requires a writing.
Tap to flip back
Breach & Remedies
CEPS (C=Compensatory damages, E=Expectation interest, P=Punitive damages not available, S=Specific performance) — contract remedies
Compensatory · Expectation · Punitive (not available) · Specific performance
Compensatory · Expectation · Punitive (not available) · Specific performance
When a contract is breached, the goal is to put the non-breaching party in the position they would have been in had the contract been performed. CEPS: Compensatory damages · Expectation damages · Punitive damages are NOT available in contract (only tort) · Specific performance for unique goods/land.
Expectation damages
The default — put plaintiff in position as if contract performed. Includes direct loss + consequential damages (if foreseeable).
Reliance damages
Reimburse expenses incurred in reliance on the contract. Used when expectation damages can't be calculated.
Restitution
Prevent unjust enrichment — return benefit conferred on breaching party. Can exceed contract price.
📖 Full Lesson →
Difficulty: Intermediate
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Breach & Remedies
CEPS
Tap to flip
🃏 Answer
CEPS (C=Compensatory damages, E=Expectation interest, P=Punitive damages not available, S=Specific performance) — contract remedies
Expectation damagesThe default — put plaintiff in position as if contract performed. Includes direct loss + consequential damages (if foreseeable).
Reliance damagesReimburse expenses incurred in reliance on the contract. Used when expectation damages can't be calculated.
RestitutionPrevent unjust enrichment — return benefit conferred on breaching party. Can exceed contract price.
Tap to flip back
UCC vs. Common Law
GOODS = UCC (Uniform Commercial Code) · SERVICES = Common Law
Uniform Commercial Code governs sale of goods · Common law governs everything else
Uniform Commercial Code governs sale of goods · Common law governs everything else
The threshold question in every contract problem: is this a sale of goods (UCC Article 2) or a services/real estate contract (common law)? Mixed contracts use the predominant purpose test. UCC is more flexible — merchants get stricter rules, firm offers are binding without consideration.
UCC applies
Sale of movable goods — cars, phones, furniture, crops. UCC Article 2 governs formation, performance, breach, and remedies.
Common law applies
Services, real estate, employment, insurance contracts. Classical contract rules: mirror image, consideration required for modification.
Key UCC differences
Battle of the forms (§2-207) · Firm offer (§2-205, no consideration needed) · Gap fillers for open terms · Perfect tender rule.
📖 Full Lesson →
Difficulty: Intermediate
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 UCC vs. Common Law
UCC vs common law — which governs goods, which services?
Tap to flip
🃏 Answer
GOODS = UCC (Uniform Commercial Code) · SERVICES = Common Law
UCC appliesSale of movable goods — cars, phones, furniture, crops. UCC Article 2 governs formation, performance, breach, and remedies.
Common law appliesServices, real estate, employment, insurance contracts. Classical contract rules: mirror image, consideration required for modification.
Key UCC differencesBattle of the forms (§2-207) · Firm offer (§2-205, no consideration needed) · Gap fillers for open terms · Perfect tender rule.
Tap to flip back
Discharge
FIMP (F=Frustration of purpose, I=Impossibility, M=Material breach, P=Performance) — ways a contract can be discharged
Frustration · Impossibility · Mutual rescission · Performance
Frustration · Impossibility · Mutual rescission · Performance
Contracts don't always end in breach — FIMP covers lawful ways duties are discharged. Frustration of purpose and impossibility excuse performance when circumstances change dramatically. Mutual rescission cancels by agreement. Full performance is the most common — and best — ending.
Frustration
Purpose is destroyed by an unforeseen event — e.g., renting a room for a parade that gets cancelled (Krell v. Henry). Not mere hardship.
Impossibility
Performance becomes objectively impossible — death of a party in personal services contracts, destruction of subject matter.
Impracticability
UCC/modern common law: extreme and unforeseen difficulty excuses performance even if not strictly impossible.
📖 Full Lesson →
Difficulty: Advanced
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Discharge
FIMP
Tap to flip
🃏 Answer
FIMP (F=Frustration of purpose, I=Impossibility, M=Material breach, P=Performance) — ways a contract can be discharged
FrustrationPurpose is destroyed by an unforeseen event — e.g., renting a room for a parade that gets cancelled (Krell v. Henry). Not mere hardship.
ImpossibilityPerformance becomes objectively impossible — death of a party in personal services contracts, destruction of subject matter.
ImpracticabilityUCC/modern common law: extreme and unforeseen difficulty excuses performance even if not strictly impossible.
Tap to flip back
Third Parties
ABD (A=Assignment of rights, B=Beneficiary third parties, D=Delegation of duties) — third party contract rights
Assignment · Beneficiary · Delegation
Assignment · Beneficiary · Delegation
Contracts can affect people outside the original agreement. ABD: Assignment transfers contractual rights to a third party · Beneficiary (intended) can enforce a contract made for their benefit · Delegation transfers duties, but the original party remains liable unless there's a novation.
Assignment
Transfers rights (not duties) to an assignee. Assignee steps into assignor's shoes. Generally allowed unless contract prohibits it or materially changes the obligor's duty.
Third-party beneficiary
Intended beneficiary (named or clearly intended) can sue to enforce. Incidental beneficiaries get no rights.
Delegation
Transfers duties to a delegate. Delegating party remains liable unless obligee accepts novation (substituting new party).
📖 Full Lesson →
Difficulty: Advanced
🎥 Watch Instead
▶
Video coming soon
This lesson's animated video hasn't been made yet — check back soon.
Flashcard
🃏 Third Parties
ABD
Tap to flip
🃏 Answer
ABD (A=Assignment of rights, B=Beneficiary third parties, D=Delegation of duties) — third party contract rights
AssignmentTransfers rights (not duties) to an assignee. Assignee steps into assignor's shoes. Generally allowed unless contract prohibits it or materially changes the obligor's duty.
Third-party beneficiaryIntended beneficiary (named or clearly intended) can sue to enforce. Incidental beneficiaries get no rights.
DelegationTransfers duties to a delegate. Delegating party remains liable unless obligee accepts novation (substituting new party).
Tap to flip back
🎓 Common Exam Questions