Contract as Promise

Contract as Promise

by Charles Fried




This book displays the underlying structure of a complex body of law and integrates that structure with moral principles.

Charles Fried grounds the basic legal institution of contract in the morality of promise, under which individuals incur obligations freely by invoking each other's trust. Contract law and the promise principle are contrasted to the socially imposed obligations of compensation, restitution, and sharing, which determine the other basic institutions of private law, and which come into control where the parties have not succeeded in invoking the promise principle—as in the case of mistake or impossibility. Professor Fried illustrates his argument with a wide range of concrete examples; and opposing views of contract law are discussed in detail, particularly in connection with the doctrines of good faith, duress, and unconscionability.

For law students and legal scholars, Contract asPromise offers a coherent survey of an important legal concept. For philosophers and social scientists, the book is a unique demonstration of the practical and detailed entailments of moral theory.

Product Details

ISBN-13: 9780674169258
Publisher: Harvard
Publication date: 05/11/1981
Pages: 174
Product dimensions: 6.44(w) x 9.50(h) x (d)

About the Author

Charles Fried is Beneficial Professor of Law, Harvard University.

Table of Contents

1. Introduction: The Life of Contract

2. Contract as Promise


The Moral Obligation of Promise

What a Promise is Worth

Remedies in and around the Promise

3. Consideration

4. Answering a Promise: Offer and Acceptance

Promises and Vows

Acceptance and the Law of Third-Party Beneficiaries

The Simple Circuitry of Offer and Acceptance

Rejections, Counteroffers, Contracts at a Distance, Crossed Offers

Reliance on an Offer

5. Gaps

Mistake, Frustration, and Impossibility

Letting the Loss Lie Where It Falls

Parallels with General Legal Theory: An Excursion

Filling the Gaps

6. Good Faith

"Honesty in Fact"

Good Faith in Performance

7. Duress and Unconscionability


Coercion and Rights


Hard Bargains

Unconscionability, Economic Duress, and Social Justice

Bad Samaritans

8. The Importance of Being Right

You Can Always Get Your Money Back


Waivers, Forfeitures, Repudiations



What People are Saying About This

Charles Fried has written a very sensible, readable, and important book. To have someone argue for the importance of moral reasoning in contracts, or for that matter any common law subject, is refreshing. To have it done well is a real treat.

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