Expectancy damages, Reasons for breach, Contract interpretation, Contract formation, Contract enforcement, Legal fictions
The article investigates why contracts lawyers, judges, and theorists ("contracts people") routinely and confidently invoke "traditional beliefs" about contract law that are not even close to true. For example, contracts people often declare that the purpose of expectancy damages is to put the injured party in as good a position as if the contract had been performed. But expectancy damages virtually never do this. Contracts people also recite that the reasons for breach, whether willful, negligent or unavoidable, do not matter, and that formation and interpretation issues focus on the parties' intentions. Neither of these assertions is close to true either. The goal of the article is to understand why this "contract lore" exists and its ramifications.
Hillman, Robert A., "Contract Lore" (2002). Cornell Law Faculty Publications. Paper 544.
Published in: Journal of Corporation Law, vol. 27, no. 4 (Summer 2002).